Villain Vacation
by Kingstriker
Summary: What starts out as a harmless vacation to the Island of Sodor thanks to a mysterious letter, spirals into a world of insanity when Yoshi and Birdo are put against many of Mario & Luigi's greatest enemies who have also received the strange letters as well. The duo is forced to team up with the siblings Boom Boom and Pom Pom to keep the island safe and of course, survive each other.
1. New Territory

**_Welcome everyone! Kingstriker here presenting his first ever crossover between Thomas and Mario, pretty random, but so have my other Thomas crossovers fics with Sonic and Transformers. Anyways, I've been really wanting to get to this fic already so I'm glad I made it to this one. Now then, this story follow different arcs with one or two chapters in each one. Each arc will be about a different Mario villain doing something on the Island of Sodor and possible failing in whatever evil scheme they plan...we'll see. And so...here are the following Arc titles._**

 ** _ARC 1: Rail Bombers_**

 ** _ARC 2: Cinder & Shroobs_**

 ** _ARC 3: Nightmare island_**

 ** _ARC 4: Steaming Shells_**

 ** _And that's it, please note that this won't exactly follow the Mario games since all these villains are all still alive. Some characters will most likely be out-of-character for the sake of the story. Also I'm not trying to be part of the whole male or female Birdo thing, Birdo will be female in this. Hope you all enjoy._**

* * *

Villain Vacation

ARC 1: Rail Bombers

Chapter 1: New Territory

What he thought would be a normal boring day around the Mushroom Kingdom would quickly turn into an interesting adventure away from everyone he knew, well except from one. His dream about apples was interrupted by a familiar voice.

"Yyyooossshhhiiii! YOOHOO!"

"Huh? What?" Yoshi jumped awake.

He then smiled and rubbed his tired eyes when he saw his girlfriend Birdo walking over swaying her hips and winking at him. Yoshi yawned and stood up expecting to get a kiss, but instead, Birdo handed him a letter.

"Hey Birdo, how are you? And what's this?" Yoshi asked.

"I'm doing okay for now darling. As for that, it's a letter I got in the mail, apparently we've been invited to an island vacation, the Island of Sodor to be exact." Birdo explained.

Yoshi was surprised, out of all the places he's ever been to, he's always wanted to check out that island, it was extremely popular. However, he felt this could be some kind of trick, opening the letter and reading, it looked very professional, but the name of the writer was missing.

"But we don't know who wrote this. We could be getting tricked." Yoshi said.

Birdo then pulled something else from behind her back

"If it's a trick, why would they give us this?"

She pulled out $1000 golden coins packed in a small box making Yoshi's eyes nearly bulge out of his sockets. Maybe this wouldn't be so bad after all.

"I guess we're going then, it would be nice to get away for once. But at some point we do need to figure out where this came from." Yoshi said.

"YAY! OH I KNEW YOU'D AGREE!" Birdo hugged him.

"Yeah, yeah you got me. Now let's going before the others come for us." Yoshi said.

"Sweet! I'll go pack!" Birdo ran off.

Meanwhile at Bowser's castle, another strange invitation had reached two other people. For the first time in awhile, this was a day Bowser didn't plan to steal Peach, instead he was in bed with a headache. Two of his henchmen, Boom Boom and Pom Pom were in their room, Boom lying in bed, Pom brushing her hair.

"Ugh...I wish he'd cut all that snoring out." Pom rolled her eyes.

"ZZZZZZZZZZZZZZZZZZZZZZZZZZ!" Boom continued to snore.

Just then Kamek came running in holding an envelope.

"Hey you two, some strange envelope's arrived, I thought for sure they'd be for Lord Bowser, but I was wrong, this one is for you." Kamek explained.

"Huh, our first mail since...ever." Pom shrugged.

She took the letter and began to read it while Kamek watched rather intensely, completely ignoring how uncomfortable he was making her. When she finished reading her eyes widened.

"OH MY GOD!" She screamed.

Her scream awoke Boom who fell out of his bed and landed on his head. He groaned and got up.

"What's the big idea?" Boom stormed over.

"You've heard of this island?" Pom asked.

Reading the letter for himself, his own eyes widened.

"The Island of Sodor? Woah, how did we get this?" Boom asked.

"It came literally out of nowhere, don't know who wrote it." Kamek shrugged.

"That's a little suspicious don't ya think. We can't trust this." Boom said.

"Oh come on, this may be our only chance to do something that's not terrorizing those annoying plumbers." Pom said.

"Ugh...you got a point. Fine, but the minute I find it's a trick, I'm out!" Boom said.

"YES!"

"I won't tell Lord Bowser a thing." Kamek shook his head.

"Good."

Far away on the Island Of Sodor, many of the engines were hard at work around the island. This week was going to a special one, there was to be a week-long fair event and all of the kids were gonna be there. Sir Topham Hatt was determined to make sure everything went right and there was no confusion and delay. At the engine sheds, STH arrived to tell some of the engines their jobs.

"Morning engines, as you all are aware, this week is fair-week I expect you all to get all of your jobs done on time." Sir Topham Hatt said.

"Yes sir!" All 7 engines said at once.

"Gordon, Thomas, James and Emily, your coaches are waiting. Edward, Henry and Percy you have some goods work to do." STH ordered.

All the engines whistled and decided to get to work. Later on at Knapford Station, Thomas and Emily were talking about the fair, they were really excited.

"We haven't had one of these events in a long time." Thomas said.

"I know, I know the children are gonna love it." Emily said.

"Hmm...

"What's up?"

"Oh nevermind, I just sense...something off."

"Like what?"

They were interrupted by Gordon who pulled in with the express.

"Out of the way you two, the express cannot wait." Gordon said stopping next to Emily.

Thomas and Emily rolled their eyes.

"You and that express, honestly, all that boasting is gonna come back to bite ya one day." Thomas warned.

Before Gordon could respond, Thomas was already racing away with Annie and Clarabel laughing.

"Oh, hmph." Gordon couldn't say anything.

"He's right you know." Emily said.

Emily left leaving Gordon alone waiting as the passengers boarded. Having arrived to the island rather quickly, Yoshi and Birdo were making their way towards the express.

"Oh I can't believe we got here, that didn't take long." Birdo said.

"Yeah, but so far this place is looking great. It was nice for that guy to give us a map." Yoshi examined it.

"Ooh, we got to go to the beach! I hear it's so big." Birdo jumped.

"Okay okay calm down."

"DON'T TELL ME TO CALM DOWN!"

Birdo covered her mouth when she realized she had attracted several others who were staring at them. Yoshi had stepped away and closer to the express, thankfully Gordon broke the silence.

"Get in quickly please." Gordon whistled.

The passengers continued to get on and an embarrassed Birdo raced inside to find Yoshi pouting in the back. Birdo rubbed the back of her head.

"I'm so sorry about that, you're right I do need to calm down." Birdo said.

Yoshi rolled his eyes and looked down.

"Can you ever forgive little ol' me?" Birdo said innocently.

Yoshi tried to resist Birdo's act of batting her eye-lids...no success.

"Fine."

He scooted over so Birdo could sit next to him, he began to examine the map again as Gordon took off. The two watched as parts of the island passed by the windows, they admired the grassy plains, the other engines and clear sky.

"Wow...we picked a perfect day to do this." Birdo said.

"I know...I'm impressed, better than being around the castle or something." Yoshi sunk in his seat.

"You thing any others got letters like we did?"

"It's possible, only time will tell."

Gordon passed through Elsbridge Station where Thomas was just about to arrive. Standing on the platform were Boom Boom and Pom Pom who were arguing over the map they have gotten. Other people on the platform thought it was very funny.

"GIVE IT!" Pom Pom snarled.

"NO! IT'S MINE! GET YOUR OWN!" Boom Boom said.

"NO! I WANT IT!"

"GET AWAY!"

The two were close to fist-fighting when they saw Thomas approaching and they straightened up wanting to make a good first impression...though they weren't exactly here to be nice to everyone.

"We can't blow this." Boom whispered.

"No shit." Pom Pom whispered angrily.

Thomas whistled and stopped to let them in. The others passengers continued to laugh at them angering the two who looked up at the humans. They were only half the humans' sizes...but bigger than the kids.

"QUIT LAUGHING!"

"YOU ALL WANT SOME OF THIS?"

The humans backed off and the two smirked at each other before walking proudly into Annie. Thomas, Annie and Clarabel said nothing deciding to stay out of it.

"Oh dear." Thomas thought.

Once everyone was in he took off, the passengers staying to themselves as Boom and Pom sat in the back staring out the windows, Pom of course took her chance to snatch the map away, much to Boom's annoyance.

"Where are we even going to go first, this place is enormous." Boom said.

"Maybe the seaside, I could go for a swim, luckily I haven't eaten yet." Pom said.

"Yeah I guess, I still think other people got that invitation."

"So? We probably won't even see them."

"Wanna bet?"

Surprisingly, when Gordon had to stop at a red signal and Thomas passed him, neither the good or bad pair noticed each other. Awhile later, Gordon had stopped by the Seaside of Tidmouth Beach where Yoshi and Birdo got off and Gordon left to drop off the rest of his passengers. They were the only ones there at the time.

"Ah finally the beach, I can't wait to go for a swim." Birdo clenched her fists eagerly.

"You go on ahead, I can get our beach stuff ready." Yoshi said.

"Fine, but hurry up!"

Yoshi began to set up the towels and beach chairs while listening to music from the radio that sat nearby. He had not noticed Thomas stopping nearby to let off two other certain people. As Thomas left, Yoshi looked and waved to him already knowing who he was.

"Hi Thomas!" Yoshi yelled.

Thomas whistled back in greeting before he was gone.

"Huh, that was nice to see him in person." Yoshi said.

A few minutes later he was cleaning off his surfboard when a large beach ball hit him from behind, of course it didn't hurt, but it made him jump.

"Huh? Who's is that?" Yoshi wondered.

"I'LL GET IT!" Came a voice.

Yoshi looked towards where the voice came from and his eyes widened when he saw who it came from. Boom Boom came into view looking around for his ball when he saw Yoshi, the two stared at each other in shock and confusion.

"YOU?" They both pointed out.

Meanwhile Birdo was still swimming around as there were no perfect waves to surf on yet, and she was annoyed that Yoshi was taking forever.

"Ugh, where is that slowpoke?" Birdo wondered.

She decided to exit the water to find him when a boomerang clocked her in the back of the head.

"OW! WHAT THE HELL? Birdo shrieked.

Birdo grabbed the boomerang and was about to snap it when she began to recognize it, the familiar pink bow tied on it.

"Wait what is-"

"Huh, didn't expect to hit anything, not even someone." Came a voice.

Birdo turned around to see Pom Pom storming over to her, clearly not happy to see her or see someone holding what's rightfully hers.

"Pom Pom? What are you doing here?" Birdo asked.

"I should be asking _you_ that, but I can care less. Just give back my boomerang and I'll walk away." Pom Pom said.

She held out a clawed hand gesturing Birdo to give it back. But Birdo tightened her own clawed hand grip on it.

"Not after you hit me like that." Birdo growled.

"WHAT?"

"YOU HEARD ME!"

Pom Pom never liked getting very angry since her brother and many others knew she could easily lose her temper, but so could Birdo on occasion. Pom got in Birdo's face, or as much as she could with Birdo's big nose.

"Girl you really don't wanna fight me over this." Pom warned.

"Sweetie I'll knock your ass out." Birdo promised.

"Is that so?"

"Big time."

Playing dirty, Pom smacked Birdo in her snout making her lose her grip on the boomerang, Pom snatched before kicking Birdo on the sand.

"I know you didn't come alone, surely you brought your lover boy Yoshi with ya, I'll take care of him next." Pom threatened.

Birdo got up cracking her knuckles and straightening her big ring.

"Not before I rip your hair out then pummel your crazy brother." Birdo said.

"WHY YOU-"

The two pounced at each other, meanwhile, it turns out Yoshi and Boom Boom were not fighting, instead were chatting about the mysterious letter.

"We have to know the person who did it." Yoshi said.

"I don't know, maybe it's a trick by Peach." Boom said.

"Nah, she's not that crazy. Besides even she would want to come here, not just send us, plus she wouldn't send you two."

"True...so uh...it's just you and Birdo?"

"Yeah, and it's just you and Pom Pom?"

"Yep, where are they anyways?"

"I was just going to go find them before I found you. Just to clarify, no fighting right? I mean I just want to enjoy this vacation." Yoshi said.

"Same here, I got no quarrel with you. Truce?"

"Truce."

"Now let's go find-"

The boys jump when they hear a brawl with female grunts nearby.

"Ah shit." The groaned.

The boys return to Yoshi's setup to see Birdo and Pom brawling in a typical cartoon dustcloud fight. The boys stood there trying to figure out whether to stop them or just watch. Before they could decide, Birdo's ring and Pom Pom's boomerang came flying out of the cloud and landed in their hands, however it was the opposite of what each got, Yoshi with the boomerang and Boom Boom with the ring. The girls stopped fighting abruptly and looked in anger at the boys.

"HEY! YOUR BOYFRIEND TOOK MY BOOMERANG!"

"WELL YOUR BROTHER TOOK MY RING!"

"GET THEM!"

Yoshi and Boom Boom screamed in horror when the girls lunged at them starting another bigger dustcloud fight. However after a few seconds of possibly getting their butts savagely kicked, Yoshi and Boom Boom simply walk right out of the cloud uninjured and sneak off leaving the ring and boomerang behind. They raced away further down the beach and stopped behind a large rock.

"Phew, that was close. How did we escape that?" Yoshi asked.

"Better not to wonder, hey what's that?" Boom Boom pointed out.

They could see a bob-omb walking around the sand alone, but then 4 more came around a corner, then 10, then 20!

"WHAT?" Yoshi gasped.

Then they heard heavy footsteps coming from behind them, turning around they see none other than King Bomb-omb looking down on them.

"I say gentlemen, would you mind telling me if this is the Island of Sodor?" King Bomb-omb asked.

"Uh...yes..." Boom Boom said nervously.

Yoshi nudged him hard.

"Damn it Boom Boom."

"Ah yes indeed, good. I knew this letter wasn't fake after all." King Bomb-omb said pulling it out.

"What letter?" Yoshi asked.

"This invitation for a vacation on this island, how could I pass this up? I can take this chance to takeover this whole island, it'll be easy!" He evilly laughed.

Yoshi and Boom Boom looked at each other and gulped.

"Welp...this is gonna be interesting."

 _ **To be continued...**_


	2. Bombs Away

Chapter 2: Bombs Away

Yoshi and Boom Boom began to back away as more bob-ombs began to slowly approach them. King Bomb-omb stood there admiring the view seemingly ignoring the two others.

"My, that letter was right, this is just the place for me. I plan on staying for quite awhile, and make sure these engines here know who's really in charge." King Bomb-omb said.

"NO WAY! You can't just take over!" Yoshi said.

The king turned back to them and growled.

"You two really think you can stop me? Try it." He challenged clenching his fists.

"Actually there's four of us, but YEAH WE CAN STOP YOU!" Boom pointed out.

He immediately regrets saying that when the king and several bob-ombs began running at them. Boom hops on Yoshi's back.

"RUN AWAY!"

"GET OFF ME!"

"NO TIME!"

Yoshi rolls his eyes and the two run off to find the girls while the bob-ombs continued to chase them. King Bomb-omb proceeded to send his minions all over the island. Sodor eventually went into a panic as bob-ombs raced around chasing people trying to blow them up. Several engines were forced to hide and some where chased. Bob-ombs began to blow up signal boxes, destroy property within stations, and blow up rails causing a few engines to derail. Percy was pulling a few coal trucks down a line when he saw a bob-omb walking his way.

"AAHH! WHAT'S THAT?" Percy yelled.

Percy put on his brakes but it was useless when the bob-omb destroyed the rails and Percy crashes, falling on his side and the trucks fly off and into some bushes nearby. Neither Salty, Porter or Cranky could get any work done as the bob-ombs kept blowing up all the crates and other goods they were trying to take. Workmen were chased around the docks.

"Someone get rid of these things!" Cranky yelled.

"How?" Salty asked.

"Something needs to be done." Porter said.

Suddenly 3 blow up next to Salty who falls on his side taking out Porter with him.

"Arr, give us a break." Salty groaned.

Henry and Edward were racing down the track carrying goods and trying to shake off a few bob-ombs that were on their goods train. The bombs were making their way towards the two's tenders to blow up there.

"Gah, where did they come from?" Henry gasped.

"I don't know, keep puffing!" Edward said.

They rounded a tight bend just as the bob-ombs jumped towards the tenders, but the force knocks them off and they blow up on the ground. But it was enough to cause the ends of Henry's train to come off the rails and smash down an old shed.

"Oh no!" Henry gasped.

Meanwhile on Thomas' branch line, the little blue tank engine had not heard about the chaos, he was busy taking passengers back and forth.

"Hmm...I got those strange senses again." Thomas said.

"I'm sure everything is fine." Annie said.

"Yes, what could possibly be happening?" Clarabel asked.

"Hmm..."

Stopping at Elsebridge, he could hear some people screaming and an explosion rocking the area.

"What was that?" Thomas asked.

Suddenly James came racing towards him in the opposite direction.

"THOMAS RUN! SOME STRANGE SENTIENT BOMBS ARE CAUSING CHAOS!" James yelled.

"Sentient bombs?" Thomas said.

Another explosion made them shake.

"WOAH!" Annie and Clarabel gasped.

James quickly left and Thomas quickly went to find a route to turn around, safely doing so, he raced away deciding to abandon the job for now. On the way to the main line, he saw Toby and Henrietta racing into a siding, only for a bob-omb to explode nearby knocking him off the rails. Up ahead was Emily and Thomas caught up with her.

"EMILY WE NEED TO GET TO THE SHEDS!"

"I KNOW! BUT WE MAY NOT MAKE IT!"

"WHY?"

"BECAUSE OF THAT!"

Some bob-ombs came flying towards them from the side, but Thomas and Emily were much faster and raced up and down Gordon's Hill before taking a sharp bend and getting closer to the sheds. Meanwhile, Yoshi and Boom Boom were being chased across the seaside by King Bomb-omb who was throwing more of his minions at them which they exploded on impact. The two eventually found Birdo and Pom Pom who were tired out and trying to pin each other on the ground.

"GIVE UP ALREADY!" Pom Pom punched her.

"NEVER! YOU GIVE UP!" Birdo punched her back.

The boys raced over, pulled them apart and pointed back.

"You two can fight later, right now we need to get out of here." Boom Boom said.

"Why?" Pom Pom asked.

"HIM!" Yoshi yelled.

King Bomb-omb had surprisingly caught up and was carrying a large rock to throw at them.

"THERE YOU ARE! LET ME END YOU ONCE AND FOR ALL!" He yelled.

Pom angrily grabbed her boomerang and threw it at him, but it only bounced off and she caught it.

"Well shit."

"RUN!" Birdo yelled.

The four race towards the rails while dodging more bob-ombs. Around the corner thankfully came Daisy the railcar who had no idea what was about to happen. The four jump right on top of her making her gasp.

"Ah, what is happening?" Daisy screamed.

"Take us away from here!" Yoshi said.

"Ugh, you four got sand on my roof, ugh...I had just been cleaned." Daisy complained.

King Bomb-omb managed to catch up and climb onto her as well, though he weighed Daisy down and made her slower.

"Now you're mine. This island will be rightfully mine, only someone with such a magnificent mustache like me could own this island." He said stroking his.

He threw another minion towards them but Yoshi caught it with his mouth, swallowed it, then popped out it out of his butt inside an egg which Birdo kicked back at the king and it exploded knocking him almost off the end of Daisy. Then Daisy switched to a track putting her on the main line and she saw Thomas and Emily up ahead.

"Ugh, I really need to get rid of all these strange people." Daisy said.

She managed to get beside Thomas just as the king threw another bomb at the group. Boom Boom ducked into his shell and spin-bashed it away, unfortunately it landed in front of Daisy and exploded knocking her off the rails and the four jump onto Annie and Clarabel. The king tried to jump onto them too, but Thomas sped up and the king crashed onto the rails causing him to roll towards them like a ball.

"Emily, where can we stop this guy?" Thomas asked.

"I don't know. Maybe he can just detonate away from us." Emily said.

Yoshi jumped onto Thomas' deck to get his attention.

"Who are you again?" Thomas asked.

"I'm Yoshi, me and a few others are on a vacation here, several friends of mine have encountered this guy before, King Bomb-omb does accept challenges." Yoshi said.

"Challenges huh?" Thomas smirked.

The group was getting close to Knapford Station which was void of humans except the bob-ombs. They looked like they were about to take out the supports to the station.

"NO THE STATION!" Emily panicked.

"Don't worry, we can save it." Thomas said.

"How?"

When they arrived, King Bomb-omb had regained his footing and panted.

"That was very uncomfortable, and I'm a bit dizzy, but no matter. My plans will not fail, I'll take over this whole island and have the best vacation EVER!" He vowed.

Yoshi, Birdo, Boom Boom and Pom Pom jumped down and faced him as the king over to the engine's front view.

"No! Not without a fight." Birdo said.

"I'm surprise you and Pom Pom have any energy left." Boom Boom said.

"Who asked you?" Birdo scoffed.

"Well he has a point." Yoshi shrugged.

"SHUT UP!" Pom Pom yelled.

King Bomb-omb cleared his throat to gain attention, then he chuckled.

"You four can do nothing to hurt me. These engines have a better chance, huh, too bad it's like they'll never grow a mustache as grand as mine."

"Forget your mustache, maybe we can challenge you to a game!" Thomas said.

This immediately intrigued the king who continued to stroke his mustache.

"A game you say? My dear boy, you must really have a lot of confidence for a small blue piece of metal, such as yourself." The king scoffed.

"Hey, little engines can do big things." Thomas argued.

"Oh really, then let's hear about this game you want me to play, one that I get to make a rule in, AND I WILL WIN!"

"A test of strength, you're pretty big so this shouldn't be a problem for you." Thomas smirked.

"What is this guy getting at?" Pom Pom whispered to her brother who shrugged.

"Strength? HAH! Too easy." King Bomb-omb shook his head.

"We can use your bombs-"

"Bob-ombs, is how they're said engine." The king felt offended.

"Right...those. We can load up several cars with them, and see who can push them a certain distance first!" Thomas explained.

Emily thought that was a bad idea, but the two rival kingdom duos thought it could work. King Bomb-omb laughs loudly and clenched his gloved fists.

"Alright then...challege accepted! Prepare to lose engines." He growled.

He put a hand for him to shake, only to realize the awkwardness as engines didn't have hands, so he slowly pulled backed embarrassed.

"My apologies, but I will still win. Let's get started shall we, oh and if you win, I'll leave this island alone, if I win, I'm staying here and changing this island to fit my own needs, this island needs a king, and I am the only one that can do it."

"Let's go."

And so they gathered at the bottom of Gordon's Hill, 5 freight cars on both lines filled to the top with countless bob-ombs, at first Thomas didn't think it was much he had pulled heavier stuff before, but he still had doubts, King Bomb-omb was no doubt smart enough to figure out how strong he was. Thomas was coupled to one train, King Bomb-omb rubbed his hands and pressed them against the other line of freight cars.

"First one to the top wins, which will be me." The king teased.

"We'll see about that." Thomas said.

Emily had brought Sir Topham Hatt who was on edge after the many explosions he had heard about all day. Yoshi and Birdo stood on Thomas' deck while Boom Boom and Pom Pom stood on his roof.

Sir Topham Hatt walked to the front holding a green flag in the air.

"Please Thomas, you're our only hope now." STH said.

"I'll win this sir." Thomas said determined.

"You got this Thomas." Yoshi said.

"You'll do well darling." Birdo winked.

"SHOW HIM WHO'S BOSS!" Boom Boom said.

"DON'T MESS UP!" Pom Pom said.

"READY...SET...GO!"

Thomas and King Bomb-omb began to push their loads. Immediately Thomas realized the load of bob-ombs was a lot heavier than he imagined. His wheels slipped a few times, but he felt himself move. King Bomb-omb was already 2 feet ahead, though he was struggling too.

"Ugh...come on, I'm a king. A king should never lose." He said.

Thomas said nothing and focused on pushing the cars, his wheels continuing to slip a few times. Emily and Sir Topham Hatt cheered for him from below, but Thomas couldn't hear them over his own thoughts.

 _"Maybe this was a bad idea after all."_ Thomas thought.

King Bomb-Omb had a much easier time as he went a bit faster and was half-way up the hill, Thomas was still a few feet behind. Boom Boom and Pom Pom then decided to push from behind giving him a little boost. Eventually Thomas was half-way there but the king was almost at the top.

"Just give up now Thomas, you can't win this." King Bomb-omb laughed.

"He can when he has help." Emily shouted.

Boom and Pom jumped away when Emily bumped into Thomas and helped him push, they went faster and faster.

"We're doing it!" Thomas said.

"We're gonna make it!" Emily said.

"NO!" The king panicked.

He pushed harder but the engines were already passing him. Finally Thomas and Emily get the freight cars up to the top and stop before the cars could pull them down the other side. The troublesome trucks were in pain from the amount of bob-ombs in them.

"We wanna leave." They groan.

But the others were too busy cheering to listen to them. Sir Topham Hatt walked in front of Thomas clapping.

"Well done Thomas and Emily, that victory has saved the island. You two are really useful engines." STH said.

"Thank you sir!" They both smiled.

"Not bad, not bad all at all." Yoshi said.

"What a performance, I'm impressed." Birdo said.

"Eh, it was alright." Pom Pom said.

"Yeah...nothing special." Boom Boom scoffed.

The others could tell they were secretly happy for him...but said nothing. King Bomb-omb stormed over with fists clenched tightly.

"NO! NO! NO! IT'S NOT OVER! I SHOULD'VE WON! I WANT A-"

Suddenly he realized that was slipping onto the other side of the hill, then he fell and rolled down like a ball.

"NOT AGAIN!"

Everyone just watched as he disappeared around the bend and his screaming had silenced.

"You think he-"

CRASH!

"OOOOOOOOOOOOOOOWWWWWWWWWWWWWWWWWWWWWWWWW!"

"Nevermind." Yoshi face-palmed.

Needless to say, King Bomb-omb wasn't getting that rematch anytime soon...

 **Meanwhile...**

A lone Bob-omb was walking around looking for something good to destroy, but a shadow begins to cover him. Turning around, he's suddenly bagged by an unknown thief...

"Bob-omb aquired...time for the next target."

 _ **To be continued...**_

 ** _END OF ARC 1..._**


	3. Purple Madness

ARC 2: Cinders & Shroobs

Chapter 3: Purple Madness

That night, the engines were resting in their sheds, having been rid of anything to do with King Bomb-omb or his minions. The king himself was nowhere to be found but no doubt still alive...possibly plotting. Yoshi, Birdo, Boom Boom and Pom Pom became guests at Topham Hall, of course the pairs had to share rooms. The romantic couple didn't mind, but the sibling argued over which side of the large bed they got.

Back at the sheds, as the engines tried to get some sleep, Percy couldn't. He had to go out in a few minutes and take the mail, so as he watched the other engines sleep, he could hear something in the distance.

"Hmm?"

A large twinkle in the sky flashed before a strange UFO started to fly down, this frightened Percy, but also made him curious.

"Oh no, more trouble is seems, then again, I could be wrong. Ooh, I can't disturb the others, I'll just go check it out myself, maybe it's just a weird shaped meteor." He figured.

He quietly raced out of the sheds and proceeded to follow the object. He followed the path through the shunting yard, past the Steamworks and into Knapford Station. The object was getting close and Percy could see it was a space ship after all. Percy had to make a few turns that led him away from the ship's sight, though it was probably for the best in case the aliens spotted him.

"Oh where did it go now?" Percy wondered.

He rounded another bend and sped through a level crossing before the ship came back into view much closer than before. Percy braked hard when the ship crash-landed right on the top of Gordon's Hill.

"Oh no, that's not a safe place to be." Percy said.

And he was right, the massive ship began to tilt and slide down towards him. Percy raced away backwards as the ship raced towards him.

"HELP!" Percy yelled.

As the ship caught up, Percy was directed onto a siding while the ship headed straight towards a station. Percy shut his eyes as the ship demolished the empty station and came to a stop, throwing up a massive dustcloud. When it settled, Percy slowly approached the ship but kept a good distance.

"Whoa...a real alien spaceship, they're bigger than I thought." Percy gulped.

The door of the ship slowly opened letting out a cloud of smoke, Percy could make out what looked like 2 pairs of red glowing eyes, the second pair much higher up than the other. Percy kept quiet as he could here more voices.

"Nice landing sis." A sarcastic voice said.

"Well excuse me, I'd like to see you do any better." Another annoyed voice said.

Percy gasped when the two beings stepped out brushing themselves off, then came a ton of strange purple beings behind them. It was none other than the two Shroob princesses and their minions. The younger one was given a map by one of the minions.

"Hmm, I think we're here. That building we just destroyed was one of the locations on this map."

"Good, now we can start small and takeover this island, should be simple enough. Those sentient engines they have here are useless without rails." Elder Shroob chuckled.

"True, this will be too easy." Younger Shroob rubbed her gloved pincers together.

Percy gasped, he had to warn the others before it was too late. He pretended he hadn't heard anything and left the siding with the mail cars. Unfortunately, he didn't get far. The sisters had noticed Percy and growled.

"He knows too much." Younger Shroob sneered.

"I'll take care of this."

Elder Shroob bolted for Percy, she was a lot quicker than she looked. All Percy saw was a blur of purple and red before he was blocked by Elder Shroob who stood on the tracks with her arms out to the side.

"HOLD IT!" She yelled.

Percy braked just in time and slowed down. Elder only had to put a pincer on his buffer to completely stop him, this horrified Percy.

"Oh no." Percy muttered.

Elder put on the most evillest expression she could make, if Percy was a human he would've shit himself. Elder was a little bigger than Percy, only his funnel reached the placement of her crown. Young Shroob walked over as well dragging a pincer across Percy's side.

"So? What is a little engine like _you_ doing out so late?" Young Shroob asked.

"Uh...just taking the mail, it's a long night job." Percy smiled nervously.

"Well then...looks like you won't be delivering it on time." Elder growled.

Without warning she created a large energy orb between her pincers before throwing it at Percy knocking him off the rails, then she dashed to the side and tackled Percy on his side. Percy was so dumbfounded he couldn't say a word.

"That'll do it." Elder brushed off her pincers.

"Why are you here?" Percy asked.

"We received these strange invitations to come here, don't know who sent them." Young Shroob pulled her outs.

"I figured it would be a trick, believing in living machines, looks like we were wrong about that last one." Elder shrugged.

"Now sister, we should begin our invasion, and establish another vim factory here. But of course have some fun while we're at it."

"I agree sister, don't worry, we're gonna have the time of our lives. These engines won't have any idea what hit them...except this one." Elder pointed out.

Young P. Shroob lunged her arms up and the shroob minions began scattering around to explore the island, some stayed to destroy all the mail in the vans, others stayed next to the sisters. Percy watched helplessly as the sisters laughed loudly and started speaking in their own language.

"Oh man, what can I do?" Percy thought.

Before anything could come to mind, the sister got his attention by throwing a rock at his buffers. Young Princess Shroob walked over rubbed Percy's face with a pincer.

"Now dear, if you know what's good for you, you'd never tell a soul that you saw us...or my sister here can easily tear you bolt by bolt. Got it?" She purred.

Percy just stared with horror into the princess' red glowing eyes.

"Yes..."

She pinched him on the cheek.

"Yes WHAT?"

"Yes...Ma'am." Percy sighed.

She let go and returned to her sister.

"Good, sis let's go!"

The two, being able to fly, flew off into the distance laughing while Percy was forced to stay there until morning. When it came, everyone at the sheds wondered where Percy was.

"All we know is that he was taking the mail." Edward said.

"Hmm, I'll go look for him." Thomas said.

"Be careful." Emily called.

Meanwhile, people were less panicky and more confused as seeing the small fanged shroobs. The shroobs didn't draw their weapons, instead they were just causing destruction and scaring people. Engines began to have issues when the shroobs would block their paths, throw cargo off flatbeds and uncouple engines from their loads. Some shroobs took over signal boxes and changed points causing engines to crash. Duck and Oliver were taking passengers back and forth when the points were switched so they collided with each other. Toby was switched into a siding and smashed into some buffers, and Rosie rammed into some freight cars that were stranded in the middle of her path.

Sir Topham Hatt was receiving complaints and being told what a bad railway it was. He couldn't even keep up with the amount of calls he was getting. He had to get his other men to get the calls. But his stress was about to get even worse, suddenly the office doors slammed open. Sir Topham Hatt and the other workers halted and watched as the Shroob princesses came in with their pincers on their hips.

"W-What? What is going on?" Sir Topham Hatt asked.

"ZIP IT!" Princess Shroob hissed.

Elder then roared loudly at the other men who all fled the office. With them alone with STH, they decided to get down to business. Elder stormed over to the desk and slammed her pincers on it making STH jump at the crack that formed on the poor desk. Young Shroob went over behind the chair and gripped it.

"You're the head of this place right?" Elder hissed.

"Yes." Was all STH could say.

"Excellent, BECAUSE YOU'RE NOT NOW!" Elder shouted in his face.

"WHAT?"

"WE'RE TAKING OVER! AND THERE'S NOTHING YOU CAN DO TO STOP US! WE ARE THE SHROOBS, HERE TO CONQUER THIS SMALL ISLAND AND CLAIM IT AS SHROOB TERRITORY, SOON IT WILL BE THE WHOLE PLANET WHILE WE'RE AT IT!" Elder explained.

Young P. Shroob grabbed STH by his shoulder and forced him up and turned him to face her, though him being much shorter, she turned his head up to her.

"Now then, take a hike before we DESTROY YOU!" She yelled that last part.

She shoved him towards her sister who grabbed him and literally tossed him out of the office before slamming the door. Immediately the two began to go wild in the office, Young Shroob spinning in the chair and Elder jumping up and down shaking the whole office.

"That was too easy!" Young Shroob laughed.

"I know, how fucking pathetic these people are. This will be the best vacation ever, maybe we can even find a way to move our planet closer here." Elder said.

"I don't think that's possible sis."

"Oh...well now with this place taken over, we'll do as we please until we get bored then go back home where we'll plot our next invasion to defeat that annoying plumber."

"Agreed."

"Now then, get out of that chair it's mine turn!"

"No way I'm not done yet!"

"IT'S MY TURN!"

"MINE!"

"GGGGGRRRRRRRRRRR!"

Elder tackles her and the two start tussling. Meanwhile at Topham Hall, Yoshi was out picking apples in the backyard when Birdo came outside yawning.

"Sleep well?"

"Yeah, I meant to be up earlier...oh well. Can I get an apple?"

"Sure."

With the other duo, Boom Boom was doing some stretches while Pom Pom looked out a window.

"It's looks nice outside, I'm used to looking at fire and spikes around Bowser's castle." Pom said.

"I know, we got to come here more often...as least the kooplings aren't here."

"Don't get me started on them...I mean Wendy is probably the most sane out of them all."

"Wendy and sane in the same sentence? HOW?"

Pom rolled her eyes until she noticed something off down below in the front of the house. A shroob was heading towards the door, gun drawn.

"Hey is that a shroob we've heard about?"

Boom went to look and gasped.

"It is! GET IT!"

They raced downstairs and rammed the front door open only to see more than I one shroob now, it was 5 of them. The gun-drawned shroob looked surprised, then angry.

"Where did-OH SCREW IT! TO BATTLE!" Boom Boom yelled.

Both sides lunged at each other, Birdo and Yoshi heard the loud commotion and groaned.

"Now what?" Yoshi groaned.

"Let's go check it out." Birdo rolled her eyes.

When the saw Boom Boom and Pom Pom losing the battle with the shroobs, they gasped.

"SHROOBS? WAIT...NO! DAMN IT!" Yoshi stomped a foot.

"What?" Birdo asked.

"I don't know why the Shroob sisters are here, but we need to stop them." Yoshi said.

"But first..." Birdo cracked her knuckles.

Yoshi grabbed a Shroob with his tongue, swallowed, and popped it out of his butt as an egg and like before, Birdo kicked it towards the other shroobs knocking all but one out. Both duos tackled the last shroob and pummeled it before lifting it up.

"WHERE ARE THEY?" Yoshi demanded.

Thomas had asked several engines about where Percy could be...no one knew. On his travels he passed by more shroobs that either looked at him, aimed their gun threateningly or just flat out ignored him. Finally he found Percy by Gordon's Hill.

"PERCY!"

"THOMAS?"

Thomas saw Percy was lying on his side.

"You okay?"

"No...there was-"

He then remembered he wasn't supposed to tell anyone, some Shroobs could be watching and listening.

"There was what?"

"Nevermind, just get help."

"I'll get Harvey, I think Judy and Jerome are very occupied right now." Thomas said.

"Thanks Thomas." Percy smiled.

Sir Topham Hatt had managed to get to his car without any more problems when the 2 duos arrived.

"Sir, we heard the Shroob Sisters are here, where are they?" Yoshi asked.

"They were in my office over there, I gotta get home to safety. I don't know what we can do." STH sighed.

"Don't worry, we'll get rid of them." Boom Boom said.

"Yeah, there's no stopping us." Pom Pom said.

"LET'S GO!" Birdo said.

The four dumbly race straight into the office only to get blasted right out and on the ground.

"Got any better ideas?" Yoshi asked.

 _ **To be continued...**_


	4. Sister Fury

Chapter 4: Sister Fury

Knowing they were spotted, the sisters teleported out of the office to cause mayhem around other areas. The two duos agreed they needed to take out as many shroobs as they could before they demolished the island. They started by clearing out Knapford Station as more shroobs began to invade. Pom Pom went outside of the station and threw her boomerang at several knocking them down and out. Boom Boom slipped into his shell and flew at different shroobs ricocheting off each one. Yoshi raced at a line of shroobs heading towards him and shoulder-rammed them all down and Birdo tricked 3 of them by blowing a kiss at them which made them stop and drool, giving her time to race at them, punch two of them out cold then body slam the third.

"That should be all of them." Boom Boom said.

"Yeah for just this station, we got to cover the whole island." Yoshi said.

"HELL NO! THAT'S WAY TOO MUCH WORK!" Pom Pom complained.

"For once I agree with you." Birdo crossed her arms.

Just then Thomas raced by completely oblivious to them, Yoshi called after him.

"THOMAS WAIT!"

Yoshi threw his tongue out and grabbed Thomas' back buffer before being launched towards him with the others grabbing onto him and each other. They all landed on top of him just as Thomas took a turn nearly throwing Boom Boom off.

"What's the hurry?" Pom Pom asked.

"Got to get help for Percy...I'm trying to find Harvey." Thomas said.

"Is that him over there?" Birdo asked.

There was Harvey taking on water when Thomas arrived next to him.

"Oh hi Thomas." Harvey greeted.

"Harvey listen, Percy's in trouble, we need to get him back on the tracks before these Shroobs harm him, if they haven't already." Thomas said.

"Alright let's go, but I must warn you, the Shroobs have been causing nothing but chaos everywhere...we don't even know where their leaders are now." Harvey explained.

"Bust my buffers."

Meanwhile, the sisters had separated to cause their own trouble. Young Princess Shroob was busy blasting freight cars off the lines, scaring children and even terrorized the animals on Farmer McColl's farm. Unlike her sister, she was only half the size of most of the engines, examples like James or Edward, but she was as tall as engines like Thomas and Percy. Currently she found herself at the docks watching her minions scare off workers and blast objects. All engines had evacuated but Cranky was left behind obviously.

"GET AWAY YOU PURPLE FREAKS!" Cranky yelled.

Princess Shroob flew over to Cranky's hook, yanked down and then proceeded to swing around cheering.

"HAHAHAHAHAHAAAA! NOTHING CAN STOP US!" She yelled.

She kept swinging around and around Cranky until the rope reached its limit, then she flew over, created a large energy ball and threw it at the back of Cranky with so much force it loosened his supports and the poor crane came tumbling down...again.

"AAAAAAAAAAHHHHHHHHHHH!"

CRASH!

Princess Shroob laughed and flew off with no regrets. Elder Princess Shroob caused even more damage. Henry was carrying a goods train and was stopped at a red signal, 2 shroobs had made the signal red on purpose angering Henry.

"Oh stop it you little...uh...whatever you are." Henry rolled his eyes.

Suddenly Elder comes racing up behind the train and pushing Henry forwards right into a siding where he crashed off the rails and his wheels are buried in dirt. Elder races past him laughing. Up ahead was Edward who was pulling some tied up crates on a flatbed. Elder jumped right onto the flatbeds and knocked all the crates off before leaping beside Edward and ramming him off the rails and he smashed into the side of an upcoming station.

"SEE YA LOSERS!" Elder yelled back.

She found herself on top of a hill looking over a small portion of the island. He could see her minions happily damaging property and scaring people off. She shook her head in disgust at the humans.

"Ugh...such weak and pathetic fleshbags. Too scared to take on our own kind, I should've known that from the start. No matter, we need to figure out where we're gonna begin our new vim factory...ah...there."

She pointed to Mr. Jolly's Chocolate Factory, which was set a bit from where she was standing. No problem for her, she decided to take her time by walking straight down scaring off a few more people, knocking over a freight car and signal pole and finally breaking down a gate. When she arrived, she saw workers still around busy making different chocolate confections inside. Elder Shroob could smell the sweet smell.

"Hmm...that stuff smells so good, I wonder if it tastes just as good." She wondered.

As usual she busted through the wall leaving a self-shaped hole and frightened the workers. All work production stopped as she looked at one of the large containers of melted chocolate, dipped a pincer in it and ate some. Her red eyes brightened and a devilish smirk appeared on her face.

"Alright then...I'll be taking over...RRRRRRRRRRAAAAAAAAAAAAAAAWWWWWWWWWWWWWWWWWWRRRRRRRRRRRRRRRRRRR!"

Meanwhile, Young Princess Shroob was wandering with 2 shroobs she was talking with.

"Princess Shroob, we've covered the whole island, the invasion was a success." One announced.

"Good...now all we need to do is make sure these engines realize who the new leaders are." Princess Shroob said.

"This place has a lot of engines, how can we get to them all?" The other asked.

"We'll figure out a plan later, right now I need to regroup with my sister until we-"

She's cut off when she notices Thomas and Harvey heading down a line towards Gordon's Hill, no doubt planning to help Percy. Her frown grew as she thought about Percy ratting them out, she couldn't let that happen. But before she could follow him, another shroob came over.

"Princess Shroob, Elder requests your presence at Mr. Jolly's Chocolate Factory."

"Mister who?"

"It's just a chocolate factory, it's over there." The Shroob pointed to her right where she could faintly see it over some hills.

"Very well, you two, follow that blue pest!" Princess Shroob pointed to Thomas.

"YES MA'AM!"

The two shroobs left while the third shroob escorted the young princess to her older sister. When she arrived, she saw some workmen just now running away, then she noticed the Elder Princess Shroob-shaped hole in the wall.

"Yep, I definitely got my work cut out here!" She smirked.

Going inside, she saw Elder Princess Shroob gulping down a whole vat of chocolate, she had destroyed many of the machines and eaten most of the chocolate. Many other shroobs were going around brawling over other small containers of chocolate, they were all insane.

"Is that what they call chocolate?" Princess Shroob asked.

"HECK YEAH IT'S SO GOOD! IT'S BETTER THAN VIM, STICKIER, BUT BETTER!" Elder shroob said.

She then slaps her sister in the face with a pile of chocolate with enough force to knock her down.

"WHAT THE HELL YOU...hey...that's pretty good!" Princess Shroob said licking her lips.

"I told you, you know what, forget the vim, maybe this can be our new fuel source." Elder said.

"Maybe, but you need to stop eating it all."

"Oops."

"Anyways, I saw some blue steamer heading to where that green one was, maybe it's time we got rid of any bothers." Princess Shroob said.

"Hmm, yes. Very well, let's get back to that green one. This chocolate stuff has gotten me super charged, though maybe you need some more."

Princess Shroob didn't get to protest before Elder threw a much smaller vat at her. Meanwhile, Harvey was already finished with lifting Percy back on the tracks. Yoshi and the gang had stayed hidden in Thomas' cab the whole time.

"Thanks Harvey." Percy said.

"Anytime Percy, I better go help the other engines." Harvey said.

After he left, Thomas hoped Percy would explain who did this.

"Come on Percy, we need to know who's in charge of this invasion." Thomas said.

But Boom Boom interrupted him.

"Oh that easy, it's-"

"Looking for us?"

Boom Boom was cut of by the Shroob sisters who teleported in front of them, the others noticed they looked a bit more hyper and twitchy.

"Uh...why so switchy?" Birdo asked.

"The stuff you call chocolate really boosted our strength and power, NOW WE'RE MORE UNSTOPPABLE THAN EVER!" Elder yelled.

"It's time we destroy you all, including you two machines." Princess Shroob growled.

"We won't let that happen." Yoshi said.

"You really think you can take us on?" Elder snapped her pincers.

"Hell yeah!" Pom Pom said.

The two sisters looked at each other, evilly grinned, then looked back at the group.

"Very well...let's dance." Elder got ready to lunge.

Thomas and Percy had enough, they whistled.

"Think you can keep up?" Thomas asked.

Suddenly the two race straight at the sisters who dodge out of the way. Yoshi and Birdo jump on Thomas and Boom Boom and Pom Pom jump on Percy and they all take off. The sisters looked at each other in shock.

"AFTER THEM!" Elder yelled.

"I'll get my chair!" Princess Shroob said.

The sister split off to cover more ground, but so do the engines. Princess Shroob went after Percy and Elder shroob goes after Thomas. Princess Shroob retrieved her throne and flew off and caught up to Percy, Boom Boom and Pom Pom. Percy had took a line away from the main line while Thomas stayed on the main line as Elder Shroob caught up to him.

"Thomas watch out!" Birdo yelled.

Elder made her presence known by bumping Thomas from the side.

"I can't let you takeover this island." Thomas said.

"We already did, there's nothing you can do. You're stuck on rails, I can go wherever I want. And I can easily knock you on your side." Elder growled.

"Not if we have anything to say about it." Yoshi said.

The couple got on the roof prepared to fight. Elder roared and summoned a ball of energy.

"ENOUGH OF YOU PESTS! OBEY YOUR QUEEN!"

She threw it at them but Yoshi ducked letting Birdo suck it up in her snout before blowing it back at the shroob hitting her in the face.

"AUGH! YOU BASTARDS!"

Several signalman along the lines could see they were in trouble and would switch the points to confuse her. Thomas was sent left and right so many times Elder nearly tripped trying to focus on him.

"ENOUGH!"

She rammed Thomas from the back making the engine nearly front-flip forwards. Thomas then puts on his brakes slowing down enough to make Elder Shroob bash her face into the light on his back. Yoshi popped out another egg before Birdo kicked it at her, but Elder caught it and threw it back and beamed Yoshi in the face.

"YOSHI!" Birdo screamed.

Out of anger she lunged right off Thomas and air-kicked Elder completely to the ground where they began to tussle for a minute before Elder pinned her and started choking her.

"YOU'RE GONNA DIE RIGHT HERE!" Elder growled.

Birdo shut her eyes thinking this was the end, but she felt air sink back into her body when Elder was knocked away by another one of Yoshi's eggs. Yoshi helped her up and they quickly raced back to catch up with Thomas.

"Yoshi!" Birdo hugged him.

"You okay?"

"Yeah, I am now."

"Come on."

With their incredible speed they hopped back onto Thomas just as they rounded a bend. Elder continued to chase them as they raced by several engines and people who were confused and surprised. At the same time, Princess Shroob had kept up with Percy especially after having her throne modded to have large monster truck wheels. She sped alongside Percy while Boom Boom and Pom Pom stared her down.

"GIVE UP YOU GREEN PEST! THIS ISLAND IS MINE! YOU WILL ALL OBEY ME!" She snarled.

"NO!" Percy shouted.

"In your dreams." Boom Boom said.

"TAKE THIS!"

Pom Pom threw her boomerang with all her might smacking the princess in the face.

"AH YOU...YOU...YOU...NOW YOU'VE DONE IT!"

She moved her throne onto Percy's tracked and put it on autopilot, then she activated her chairs lazer guns and blasted at the two. Boom Boom ducked into his shell and deflected the lazers by spinning around. Once the lazers ceased he stopped spinning and became dizzy.

"Ugh...Pom Pom take over." Boom Boom stood up staggering around almost falling off Percy.

Percy and Princess Shroob were diverted onto different points to avoid other shocked engines. Percy took a chance to rush into her throne and knocked it away rocking Princess Shroob almost off.

"AH! STOP THAT YOU PUNK!" She growled.

Percy does it again only making her reach her limit.

"THAT'S IT! I'M GONNA RIP YOUR FACE OFF!"

"OH NO YOU DON'T!"

Pom Pom lunged just as Princess Shroob lunged and the two collide punching each other in the face and both were knocked back to their original positions.

"Well damn." Boom Boom gasped.

Pom Pom felt blood from one of her nostrils.

"This bitch just made it personal, Boom Boom, hold my boomerang."

Once Boom Boom took it, Pom Pom lunged again and tackled the princess on her chair and started to pound on her. Boom Boom used his big hands to cover Percy's eyes not wanting him to see the scuffle. But it ended quickly when the princess blasted her back to Percy.

"ENOUGH!"

She blasts them with more energy spheres which the duo deflect. They came up to another signal box where the man inside switched the points so the throne-on-wheels crashed into a siding buffer while Percy stayed on the main line. Princess Shroob leaped off and floated towards Percy from behind. Unknown to them, the throne kept rolling away slipping through some trees.

"TIME TO END THIS!" Princess Shroob yelled.

However, it turns out Percy was heading straight for Thomas from another path, and they were on the same track. Percy rounded a bend and there was Thomas, Yoshi, Birdo, and Elder Shroob coming in fast.

"THOMAS!"

"PERCY!"

"YOSHI!"

"BOOM BOOM!

"BIRDO!"

"POM POM!"

"SIS!"

"SISTER!"

Thomas and Percy brake hard and thankfully come to a stop at the cost of Yoshi, Birdo, Pom Pom and Boom Boom being thrown off. Then came the shroob sisters who were about collide and accidently threw their energy orbs at each other.

"AAAAAHHHHHHHHH!"

"AAAAAAAAAAAAHHHHHHHHHHHHHHH!"

KA-BOOOOOOOOOOOOOOOM!

A purple explosion filled the area as the two sisters fell to the ground burnt up and in lots of pain. Everyone else cheered in victory, thinking it was over. The shroob sisters sat up pissed off.

"WE'RE NOT DONE!" The shouted in unison.

They got up and stared down Yoshi and the gang. Thomas gestured to Percy about something in the air as they moved away.

"You're defeated...look even your crowns agree." Yoshi said.

The sister were shocked to find out the explosion at broken their crowns and they shattered to the ground. They were in so much shock they looked at each other, then the group, then back at each other.

"Welp...looks like they're right." Princess Shroob shrugged.

"LIKE HELL THEY ARE! AS IF WE NEED POWERS TO PUMMEL THESE RUNTS!" Elder roared.

The two sisters balled their pincers into fists and advanced on the four who were also ready to brawl as well.

"Alright ladies let's do this." Boom Boom rolling up invisible sleeves.

But before anything could happen, Percy called out.

"THRONE!"

Everyone looked up to see Princess Shroob's throne coming right at them in half. The actual throne crushed Princess Shroob under it, while the monstrous tires crushed Elder Shroob, but they were only injured not killed.

"WE GIVE!" They shouted.

Everyone cheered again and the engines whistled. Later the princess ordered their minions to fix their ship and move it off the rails, they even told Sir Topham Hatt he can have the island back. At one point Thomas met up with them while they were watching the work on their ship.

"So...leaving so soon?" Thomas asked innocently.

The two growled and just stared at him.

"This island is a pretty nice place to relax once you take a chance to look around and not destroy anything." Thomas said.

"..."

"..."

Thomas wasn't expecting them to answer, so he slowly drove away, but had one thing to add.

"Oh and also, if you two truly want to show everyone you're the most powerful rulers, I'd help us get rid of King Bomb-omb, wherever that guy went." Thomas said.

Unknown to him, this made the sister curious...and angry.

"This island seems only big enough for two powerful rulers, not some dumb bomb king." Princess Shroob said.

"Agreed...hmm..."

"..."

The two looked at each other, their evil grins returning.

"You thinking what I'm thinking?"

"Oh yeah!"

 **Meanwhile...**

A lone Shroob was sitting near a lake watching some ducks swim around, not aware of someone coming up from behind. In just seconds the shroob is knocked out and bagged by the unknown thief.

"One Shroob collected...on to my next target..."

 **End of arc 2.**

 **To be continued...**


	5. Crazy Witches

ARC 3: Nightmare Island

Chapter 5: Crazy Witches

The next day, construction had begun on the island and there were no more reports of Shroobs causing destruction. Some of the shroobs had apparently had a change of heart and even helped with the constructing. The Shroob Sisters were busy getting their ship repaired and refused to socialize with the engines or Yoshi's crew. Instead they were more interested to find out where King Bomb-omb had gone to as even his bob-ombs were nowhere to be seen.

Yoshi and Birdo were busy out on a walk through some grassy hills in the countryside, they really hoped for once they would get a break from all this madness. Boom Boom and Pom Pom were out at the Quarry seeing who could throw rocks the farthest and hardest. As for the engines, they were back to work as if nothing ever happened...kinda. Gordon was pulling the express but also carrying a construction crew who were headed to fix up a school that had gotten damaged by the Shroobs.

"Ugh...those Shroobs have caused enough damage around here, more than those bombs." Gordon said.

He passed by Edward who was pulling more construction equipment and Henry who was pulling freight cars full of scrap and other damaged items, they seemed to be happy that everything was clearing up. But there was no other engine more eager to happy then James. He arrived at Knapford Station with his coaches and beaming brightly. Thomas and Emily were already there.

"You two should've seen me, my paint was gleaming brightly in the sun!" James boasted.

"I bet James, as long as you don't get too consumed that you overshoot the platforms again." Thomas teased.

"We don't need to see a pouty face on you again." Emily laughed.

James didn't want to be reminded about the platform overshooting or undershooting again. Thomas and Emily continued to laugh as they left with their passengers leaving a grumpy James behind. Nearby in a field, two new people had arrived thanks to the mysterious invitations. They were watching Knapford Station from a hill.

"This must be the island, this is one of it's locations."

"Oh yes indeed."

"So...is the device ready?"

"Yes, it should be in working order, after all the...heh...mistakes. Mistakes that will never happen again of course, NOT EVER!"

"Oh don't remind me, come, I think we found a suitable victim, as long as it works on these sentient machines."

As James waited for his passengers to finish loading in, he hears a female clearing her throat.

"AHEM!"

James sees two strange figures, the tall one was a green bat-like female with large pink eyes, large purple horns on her head and she wore a purple robe. The smaller being was also green and wore a large red and yellow robe. What creeped James out the most was the guy's massive smile.

"Uh...who are you two?" James asked.

"My name is Cackletta and this is my good min-I MEAN-friend Fawful. We're here to study a few things on this island...heh." Cackletta said.

James raised an eyebrow before Fawful nodded.

"It's a very secret study, more secret than the secret secrets of secrets." Fawful said.

James and Cackletta gave him a WTF look before the witch regained her composure and turned back to James, she had heard Thomas and Emily teasing him.

"You know, I don't like how those other two teased you like that. I HATE IT when I get teased or ignored. I JUST HATE IT! GAH! But...maybe I can help you out..." Cackletta offered.

James didn't know whether to trust this person, he could barely trust anyone that wasn't human or an engine. Cackletta leaned on James' side, her height letting her lean against his funnel.

"Trust me, revenge is best served my way after all. What do ya say?"

She traced a claw down James' side and sported a wide jagged-toothed grin, now James felt she wouldn't give him a choice. Beneath the robe, Fawful was waiting for the right moment to put James under mind control.

"Okay, why not?" James said.

"Excellent, come along Fawful." Cackletta patted him on the back.

The two hop onto the cab oblivious to the driver and fireman. As James set off with his passengers, he worried what exactly they would do, he had to pass by Thomas and Emily on the way. During the travel Cackletta looked around at the view, she had to admit, it was pretty nice around here, more beautiful than her own kingdom. Fawful wasn't paying any attention and he was looking over the mind control device.

"Ugh, would you stop fiddling with that thing already?" Cackletta groaned.

"No, it must be perfect, every little tiny piece must be in perfect place." Fawful grumbled.

Cackletta rolled her eyes before she heard static coming from something on her left wrist which was covered by her sleeve, rolling it up she could hear a certain bat screech.

"Took you long enough to respond." Cackletta growled.

 **"SCREEEK! Vhatever, did you arrive yet?"**

"Yes, and now I'm helping an engine here get revenge on his friends."

 **"VHAT? HELP?"**

"Shut it Tassy, whenever you get here, just meet me at the agreed location."

 **"UGH, FINE! This place better be as nice as that invitation said, ve still need to figure out who sent it."**

"Not worried about that at the moment, OH GOT TO GO, I'm scheming."

Before that bat king himself could respond, she hung up. Then she looked ahead to see Emily stopped at Wellsworth Station.

"Alright James, time for my plan." Cackletta stood up.

"What are you-"

"SILENCE! I got this!"

As they approached Emily, Cackletta created electricity in her claws and she laughed evilly.

"What's her name?" Cackletta asked.

"Emily."

"HEY EMILY!"

Emily looked at James before Cackletta threw electric spikes all around here giving her a jolt and she vibrated right of the tracks. People on the station scattered as the station is electrocuted and destroyed, but James kept going in fear.

"You destroyed the station!" James gasped.

"Ah it was worth it." Cackletta was busy examining her claws.

"Very good my master, very good indeed." Fawful clapped rapidly.

"Thank you dear, now then, WHERE'S THAT BLUE BRAT?" Cackletta shook a fist to the distance.

James wanted to get rid of her, but he wasn't taking a change to get destroyed. Eventually they saw Thomas up ahead humming to himself. Clarabel could see James coming up and two strangers on his roof.

"James, who are they?" Clarabel asked.

James gulped just as Cackletta created more electricity in her claws.

"YOU'RE DOOM!" She shouted.

"AAHHH!" Clarabel yelled.

"WHAT'S WRONG CLARABEL?" Annie asked.

"What's going on?" Thomas asked.

Before she can answer, Cackletta shot electricity at the tracks in front of Thomas ripping them to shreds. Thomas gasped and slammed on his breaks.

"EVERYONE HANG ON!" Thomas yelled.

Thomas was going too fast to stop and he flew right off the rails uncoupling from Annie who stopped halfway off. Thomas slid into a field nearby and crashed into a pile of very large rocks damaging his buffers.

"Cinder and ashes." Thomas groaned.

James was in shock and Cackletta laughed evilly.

"Stop this! This was way too far!" James said.

"HAH! YOU FOOL! THIS WAS JUST A TASTE OF MY POWER! ME, FAWFUL AND ANOTHER FRIEND OF MINE ARE HERE TO RULE OVER THIS PLACE...until we get bored, which probably won't be long, BUT STILL! I here this place has a castle, TAKE ME TO IT!" Cackletta demanded.

James knew she was talking about Ulfstead Castle where Millie and Stephen were currently working around, Glenn was away for a bit. Sir Robert Norramby was busy surveying their work when he spotted James at the drawbridge.

"Huh, I wonder what James is doing here? LOWER THE BRIDGE!" He ordered.

Once the bridge lowered, James nervously puffed in and Millie and Stephen came over.

"Oh, hello again James, what are you doing here?" Stephen asked.

Suddenly Cackletta made herself known by floating in the air from behind James while Fawful stepped out from beside him. Everyone watched as Cackletta shot electrcity in the air as she laughed manically, her eyeballs taking a hypnotizing form.

"THIS IS PERFECT! THIS CASTLE IS FIT FOR A WITCH LIKE ME! I'LL TAKE IT!" Cackletta shouted.

She landed right in front of Norramby and towered over him. She stuck a long green claw at him.

"YOU! GIVE UP THIS CASTLE TO ME! OR I'LL DESTROY YOU ALL!" She threatened.

Fawful came over shrugging.

"I'd do what she says."

Norramby's legs were shaking nervously and he backed away, causing the witch to grab him by the chest and pull him closer.

"WANT TO BE TURNED INSIDE OUT?" She threatened.

"OH MY GOODNESS NO!" He shouted.

"THEN GO!"

She tossed him into Millie's cab while Stephen had already fled.

"Sir Topham Hatt needs to know about this!' Millie whispered.

She left leaving James with the villains, he was trying to escape as well. Cackletta spotted him out the corner of her eye.

"OH NO YOU DON'T! FAWFUL, FEED THE RED ONE SOME MIND CONTROL!"

"YES MA'AM!"

Fawful pointed the remote device at James who gasped before Fawful fired it at James' face, immediately James' eyes turned pink like Cackletta's and a wide grin spreads across his face.

"What is your wish master?" Hypnotized James asked.

Cackletta tapped her chin in thought before coming up with an idea, she looked down to Fawful who was thinking the same thing.

"Fetch me a few more engines and bring them here, I have a few requests." Cackletta smirked.

"Yes ma'am." James said.

He kept the same grin and left the castle to find others. Cackletta then unleashed a large wave of energy all over the castle causing it to change shape. The tops of the towers became shaped like Cackletta and Antasma's heads. Spikes popped out the sides of different buildings and the color of the whole area became green and purple. Then 2 large thrones and a smaller throne arose from the ground, one for each of them. Cackletta jumped into hers and sighed. Fawful simply sat down in his.

"Can you feel it, it's the feeling of WINNING!" Cackletta cheered.

"Surprised it was this easy. Oh wait...NO I'M NOT!" Fawful chuckled.

The blasts of electricity could be seen all over the island. Many engines and people watched in shock, including Sir Topham Hatt from his office, he knew evil want dying anytime soon. Meanwhile, Percy was on his way home after a long day of work, he had heard about the explosion of Wellsworth and saw the electricity in the sky.

"What is going on now? We have enough problems as it is." Percy said.

Just then he heard James' whistle and smiled.

"At least you're okay James." Percy smiled.

But as James came up next to him, he saw the pink eyes and massive grin on his face.

"Uh...James? You okay?" Percy asked.

"You need to go to Ulfstead Castle, it's an emergency." James said.

"Why me?"

"JUST DO IT!"

Percy thought James was just acting weird so he sped up, but James did too, and again and again. Percy was now scared and needed to get away.

"GO AWAY JAMES!" Percy yelled.

But James then moved onto his line behind him making Percy gasp.

"BUST MY BUFFERS!"

Percy and James raced down the mainline neither slowing down. James bumped Percy twice before whistling loudly.

"COME WITH ME!" James yelled.

His voice now sounded like Cackletta's, now Percy knew this wasn't James being silly. James had been given the ability to hypnotize others by zapping people with a hypno ray in his eyes. He shot the ray from his eyes at Percy who sped up just in time as the blasts the ground. They raced up and down Gordon's Hill before coming close to Knapford Station. Up head was Gordon and Toby who were chatting when Percy raced by.

"RUN!"

Needless to say the two were confused long enough to be blasted by James hypnotizing them as well.

"MUST SERVE THE QUEEN!" They said.

Toby abandoned Henriette and Gordon abandoned his coaches before they set off for the castle. Percy continued to run needing to find help immediately, but who could he turn to? As he was being chased, someone was watching him, the bat king himself who had finally arrived and was re-reading the invitation. He was much more skeptical about it than Cackletta was.

"Hmm...vho could possibly had sent this? There has to be some kind of catch, no matter, I need to find Cackletta, it seems she's already taken over that castle over there, how fitting." Antasma figured.

He took one last look at Percy who was racing towards Steamworks, then saw that James was under mind control.

"Hmm...those pathetic machines, they'll be serving us very soon! SREEEK!"

Antasma flew off into the air laughing evilly. Percy made it to the Steamworks where Thomas and Emily were. Victor and Kevin were currently not there.

"Percy what's the rush?" Thomas asked.

"JAMES! MIND CONTROL! EVIL!" Was all Percy could say.

"Whoa Percy slow down, what happened to James?" Emily asked.

Before he could answer, James arrived still grinning and his pink eyes darkened.

"YOU WILL OBEY THE WITCH!" James yelled.

"WHAT?" Thomas and Emily gasped.

With Thomas being blocked by Percy, James shot at Emily causing her to be hypnotized as well.

"COME WITH US!" Emily shouted to the little engines.

"EMILY!" Percy yelled.

Thomas backed towards a turntable and Percy looked back as James bumped him.

"THOMAS RUN I'LL KEEP THEM DISTRACTED!" Percy yelled.

"I'm not leaving you behind Percy."

"You have to!"

"PERCY I CAN'T!"

"THOMAS DO IT NOW! GET OUT OF HERE!"

Thomas realized constantly protesting would do nothing, so he sighed and switched tracks just as Emily blasted Percy hypnotizing him as well.

"OH THOMASSSSSSS!" Percy hissed.

Thomas was already gone and told the workers to turn the turntable so they couldn't escape. Emily tried to chase after him, only to stop before falling in the turntable well. James and percy could only back up for so long. Thomas was coming close to tears, he was so confused, but knew it had something to do with that electricity in the sky above Ulfstead Castle.

"What can I do now, my friends are in trouble. And any others are probably in hiding or hypnotized too, maybe even that bomb king and those sisters are probably celebrating because of this."

Later that night, Cackletta was pleased that despite James not returning, he had acquired more engines to serve her and Antasma who arrived in the middle of Cackletta ordering the hypnotized engines of what to do. Gordon and Toby had managed to get Henry, Edward and even Rosie to help out. Antasma flew over seeing all the engines and gestured them to the witch.

"So you got all these that quickly?" Antasma asked.

"Of course 'Tasma, sure they're many many more, but this is enough. Now quiet down I'm trying to order them around." She waved him off.

Antasma rolled his eyes and just watched.

"ALRIGHT THEN, I WANT YOU ALL TO FIND ME ALL THE SWEETS ON THIS ISLAND, especially some for Antasma since he's pigging out on Antasmunchies." Cackletta teased the bat king.

Antasma angrily clenched his gloved claws into fists.

"SREEEEK! I DON'T EAT THEM ALL THE TIME!" Antasma snarled.

"That's a damn lie." Fawful muttered.

"SHUT UP BEFORE I BITE YOU!" Antasama threatened.

"If you boys are done, anways, GO MACHINES! GO MAKE MAMA PROUD!" Cackletta yelled.

"Yes ma'am!" They all say before leaving.

Once they were gone, Cackletta turned to a grumpy Antasma.

"What's stuck in _your_ fangs?" Cackletta asked.

"I just think ve should be figuring out vho sent those invitations. It's very suspicious, I vant to know!" Antasma whined.

"Ugh, don't worry about it, besides we got plans. I saw a few shroobs and Bob-ombs around, I think that king and those Shroob sisters are here too. We should invite them all to a ISLAND DOMINATION PARTY!" Cackletta screamed.

"SRUNK! I'M NOT ATTENDING ANY PARTY VITH ANOTHER KING! I'M THE ONLY KING THAT BELONGS HERE! Und if you vanna be the queen, you can't have those shroobs sisters around." Antasma argued.

Realization hit Cackletta in the face like a speeding train, her happiness changed to anger.

"You're right for once...WE'LL DESTROY THEM ALL!" Cackletta yelled.

"And people think I'm the crazy one." Fawful muttered nearby.

"QUIET YOU! You know, I heard gossip about how one of those little engines help defeat King Bomb-omb and the Shroobs. Hmm...this engine seems very determined to protect this place, he could be A THREAT!" Cackletta growled.

"Hmph, ve're unstoppable Cackletta, no little engine can defeat us. Not when you can easily destroy him, and I could give him a nightmare so vicious he'd blow up. However, unlike you I barely have to try."

Cackletta took offense to that and completely turned to him.

"What's that supposed to mean visor eyes?" Cackletta growled.

Fawful took notice of this and stepped closer to them in worry.

"I don't have interest in taking over such a small useless island like this, but I do love to give a good scare, you're vasting your time."

"You're just saying that because you think you can conquer this easily for yourself!"

"I know I can, and maybe I vill."

"Oh yeah?"

"Yeah!"

"You're NOTHING without me, you NEED me! Besides you obviously can't win by yourself, especially since you teamed up with an idiot like Bowser, AND LOOK WHERE THAT GOT YOU!"

Antasma felt rage slip into his heart and he growled loudly at her, the mention of Bowser usually meant death to the person who said the name. He got right in her face and bared his fangs as Cackletta did the same.

"DON'T YOU EVER MENTION THAT NAME AGAIN! And for the record, It's YOU WHO NEEDS ME! APPARENTLY YOU'RE TOO STUBBORN TO HAVE COMMON SENSE! I CAN DO ALL OF THIS VITHOUT YOU."

Cackletta gasped before shoving him back.

"PUNK!"

Antasma shoved her as well.

"BITCH!"

Fawful dove in front of them as the two were literally butting heads and coming just seconds to blows.

"Okay you two that's enough, you two do this all the time, let's just calm down. The night is still young, we can't just-"

Unfortunately he's cut off when he gets trapped right in the middle of giant cartoon dustcloud fight between Cackletta and Antasma, lightning and electricty circling the cloud. After a minute Fawful managed to jump out and looked down at his torn up clothes and he had a crack in his lenses.

"You two have fun, I'm going to bed." Fawful grumbled.

Thomas sadly puffed down the main line, a sense of emptiness and loneliness overtook him. He wondered how this would all end...he wondered where Yoshi and the others were. Then he remembered someone...a certain someone he hadn't seen in years. Could she help? He found his way over to a familiar area hidden behind many trees. All the memories flooded back into him as he got closer and closer to a pair of buffers. For some reason, he found himself unable to go through...maybe he wasn't supposed to. Though he could feel the familiar energy coming from it, she sensed him and her power began to consume his mind...

 _ **To be continued...**_


	6. Insanity

Chapter 6: Insanity

Thomas found himself blinded by a massive yellow light that brought him into a strange misty void. He could feel his wheels on some tracks but he couldn't see them in the distance. He waited for a minute and took a deep breathe, he was hoping someone would come to him.

"Hmm...maybe I'm dreaming...it's a strange dream." Thomas said.

 _"You're not dreaming."_

Thomas perked up, that voice, he remembered it all too well. The flashbacks came rolling back in, at least as much as he could, it was such a long time ago. He smiled as he could feel the familiar energy growing greater.

"Hello Lady."

In front of him, gold dust began to materialize and form the shape of an engine. As it began to fade away, what was left was the magical engine herself...Lady. She smiled brightly at Thomas who whistled.

"Good to see you again Thomas." Lady said.

"It's nice to see you too. I was looking for help, you see-"

"I already know what's happening, which is why I knew you'd come seeking my help. Here, my gold dust can grant you and your new friends powerful abilities. This will definitely come in handy." Lady said.

A golden aura consumed Thomas and he could fuel himself getting stronger, his water refueling and the fire in his firebox glowing brighter, he felt very grand. With his other friends' fate being unknown, only he could charge up to Ulfstead castle and free his friends from Cackletta's mind control...of course she wasn't the only one he had to deal with.

"Thanks Lady, I think we'll be able to save this island now." Thomas said.

"I know you'll do Sodor proud, farewell Thomas."

Light consumed Thomas' eyes again as he found himself back at the buffers, only facing away from them. He smiled as he could still feel the gold dust's power around him. Unknown to him, he was being watched.

 **A bit earlier...**

After Fawful had finally managed to pry Cackletta and Antasma apart with much difficulty, the bat king left the castle to clear his head and create his own scheme. He had flown over the island, staying in bat form in case he was spotted by anyone. Along the way he fed on as many nightmares he could consume from little children's minds, though it wasn't much. But something was slowly biting at him, an opposite force he sensed. Tracking the energy, he found Thomas at the buffers seemingly asleep, the energy Antasma sensed was very strong. He turned into his normal form and stood on a hill looking down at him.

"Scree? Vhat is this strange energy I'm feeling? It's horrible, it...could be vorse than a nightmare! SCREEK!" Antasma cringed.

Ignoring the instinct of consuming energy, he moved closer to Thomas until he was right beside him. Thomas' eyes were closed and he didn't move in inch, Antasma thought this was awkward, Thomas wasn't even snoring.

"Uh...engine?"

Antasma snapped his claws in front of Thomas' face, nothing. He pressed on Thomas' nose, nothing. He began to squeeze on his cheeks, sharp claws digging in a bit, nothing. He punched Thomas' side making a cloud clang, nothing. Antasma growled and adjusted his gloves.

"Alright, if that's how it's gonna be."

He took a deep breath, then used his super sonic screech.

"SCREEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEE!"

It echoed half-way across Sodor most likely waking up many. But still Thomas didn't stir, this enraged the king and he clenched his fists.

"VHAT? NOTHING STILL! GGGRRR! I'M GONNA CLAW YOUR EYES OUT THEN!"

He got prepared to swipe but a blast of golden energy blasted from the buffers knocking the bat king into the many trees nearby. Thomas finally awoke having been talking to Lady.

 **Back to present...**

Thomas knew he had to get to Ulfstead Csatle right away, but suddenly he heard a voice.

"Thomas there you are!"

Yoshi and the crew raced over looking very surprised.

"Hey guys, I was on my way to Ulfstead Castle to stop the threat." Thomas said.

This alarmed them all, Boom Boom and Pom Pom had never heard of Cackletta or Antasma, but they were told stories about them while Yoshi had to tell Birdo.

"THOMAS THAT'S NUTS! You're no match for them, you don't even have powers." Yoshi panicked.

"Or do I." Thomas smirked.

"Huh?" Boom and Pom tilted their heads in confusion.

"What engine gets powers?" Birdo said unimpressed.

"I'll tell you on the way, hop on, I could use your help." Thomas said.

They got in the cab and Thomas set off while telling them the story, unfortunately, Antasma followed close behind to listen as well. Meanwhile, Cackletta was sitting in her throne pouting while Fawful fed her ice cream that one of the engines had gotten her. The hypnotized engines brought her ice cream, cake, chocolate, fruit and countless cookies, so much food packed into several freight cars. Fawful had became less annoyed and more amused by the situations.

"Your pouty-ness, with that bat king gone you now don't have to share ideas or deal with anyone...besides me of course." Fawful said.

"Ugh...I know. But we were supposed to do this together. Ugh...that guy sometimes, I think he's high on those stupid antasmunchies, UGH, so disgusting. MORE ICE CREAM!"

"You ate it all."

"WELL THEN CAKE ME!"

Fawful then tosses a large cake straight at her face splatting her all over, Fawful covers his mouth to stop laughing and screaming. Cackletta's eyes burned through the cake before she turned completely red, her sharp teeth gritted.

"FAWFUL! I'M GONNA RIP YOU INTO LITTLE TINY FUCKING-"

She cuts herself off before grabbing another cake and throwing it at Fawful who's completely covered. There was an awkward silence before Cackletta bursts into laughing and Fawful does the same. A food-fight erupts between the two for a few minutes before they hear a whistle.

"Ugh, I was just about to hit you hard with this apple too, I'll lower the bridge." Fawful sighed.

"Hmm, must be that brown box-car engine guy with those sodas." Cackletta shrugged.

As the bridge lowered, Fawful and Cackletta gasped when they saw Thomas there and Yoshi, Birdo, Boom Boom and Pom Pom jumped out of the cab, Antasma had strangely disappeared. Cackletta lunged out of her throne and pointed dramatically at Thomas.

"YOU! Oh I've heard all about _YOU_! I've heard those weirdo Bob-ombs and those disgusting Shroobs mentioning how you're like some kind of hero, HAH! PATHETIC!" Cackletta scoffed.

Thomas rolled his eyes as Cackletta stared him down trying to intimidate him, but it wasn't working. Fawful ran next to her.

"Shall I insist of taking care of those pests from the other kingdoms?" Fawful asked.

"Pfft, why waste your time with these fools? They are NOTHING!" Cackletta laughed.

"But I wanna try my mind control on him!" Fawful whined.

Cackletta faced palmed.

"Fine...MAKE IT QUICK!"

Fawful evilly chuckled before attempting to blast Thomas, but it bounced off him and hit Fawful back. The force knocked him down and he slowly got back up.

"DUHHHH...Ms. Cackletta, how may I...uh...I don't feel so..."

Fawful had eaten too much food and now he felt very sick, he threw up on the floor and dropped the device into the puddle short-circuiting it and it explodes knocking the sick Fawful into a wall. Cackletta shook her head.

"Damn it, oh well. PREPARE TO DIE INFERIOR MACHINE!" Cackletta shouted.

She stuck her sharp claws out and summoned electricity to hit Thomas, but like the mind control ray it bounced off and hits her instead, but she doesn't go down.

"GAH! WHAT THE HELL? GRAH!"

Seeing her distracted, Thomas looked to the Mushroom gang.

"Here, take this."

The four felt themselves growing stronger and more powerful as Thomas loaned them some of the gold dust energy.

"WHOA!" Yoshi and Birdo yelled.

"I can get used to this!" Boom Boom said.

"You said it brother." Pom Pom said.

Yoshi turned to Boom Boom.

"TOGETHER NOW!"

He popped out a much larger egg than usual with ease and tossed it to Boom Boom who jumped into the air, and spun around at super sonic speed, punching the egg towards Cackletta where it exploded on impact. The witch screamed as she's launched backwards. Birdo and Pom Pom looked at each other, still not too friendly with each other.

"Just this once?"

"Just this one."

Pom Pom zipped into her shell and spun around until she floated, Birdo inhaled her through her snout before blasted her right at Cackletta who was just getting up. Pom Pom popped out, allowed her boomerang to increase in size then threw it hitting the witch in the face drawing blood. As they cheered, Antasma watched from a distance.

"That pover...how did he get that? I must know...but I'll vait this out. Sree."

Cacketta was on all fours, very injured, tired, enraged. She couldn't lose this easily, she was gonna be the first to stop this engine. What powers did he gain to fight back and give to his friends? She didn't care, when she finished off Thomas...she was going after the power herself.

"I've...had...enough...you hear me...I'M GONNA TAKE YOU ALL DOWN! AHAHAHAHAHAHAHAHAAAAAAA! I'M GONNA MAKE SURE NONE OF YOU SEE THE LIGHT OF DAY AGAIN!" Cackletta roared.

In a second she stood up and swung her arms to the side, two massive balls of electricity formed in her hands...she stared down Thomas, not even looking at the others.

"YOU...AND ME THOMAS, THAT'S WHAT THEY CALL YOU ISN'T IT? YOU WILL BOW DOWN TO YOUR QUEEN!"

Thomas said nothing and looked away unimpressed. Yoshi and the others backed away.

"Thomas we should escape, it's no use." Birdo said.

"Little engines can do big things." Thomas argued.

He felt the energy inside him grow, something about to burst. Cackletta made a loud roar and raced at Thomas with their energy spheres, and she was fast too. As she approached him, Thomas felt his eyes and mouth open wide as golden energy exploded out of them and consumed Cackletta.

"AAAAAAAAAAAAAAAAUUUUUUUUUUUUUUUGGGGGGGGGGGGGGGGGGHHHHHHHHHHHHHHHH!"

Ulfstead Castle shook as all the hypnotized engines were turned back to normal, obviously confused as to where they were. James, Percy and Emily cheered over at the Steamworks.

"He did it." Percy whispered.

Antasma covered himself with his cape from the light while Fawful could only cover his face and the kingdom crew were unaffected being behind Thomas. When it was all over, the light vanished and Cackletta was left coughing and struggling to get up, she was completely burned, but still alive. Thomas moved closer to her, she looked up at him in horror.

"How...how did you get so...powerful? Are you all this...way?" She asked.

"Not telling...leave this island alone." Thomas said.

Cackletta looked back at the ground, many thoughts racing through her head as she gripped it.

"NO! NO! THIS ISN'T OVER!"

She managed to stand up and throw a very weak punch at Thomas before collapsing on his deck.

"Whatever..." She mumbled before passing out.

Fawful, who recovered from the sickness came over to pick her up, he now had on his vacuum helmet and looked at Thomas.

"You're lucky Thomas, very lucky. But this is far from over, besides, another friend of mine is here...and he's going be...a nightmare." Fawful whispered that last part.

He flew off laughing manically away from the castle to unknown parts, but they planned to stay on the island to plot. Silence filled Ulfstead Castle before they heard a hiss. The kingdom crew saw someone nearby and quickly hid not wanting to be seen, it was too late for Thomas. Antasma made himself known as he floated over in bat form towards Thomas who gasped.

"Who are you?" Thomas asked.

The bat king squinted his eyes before turning into his normal form, arms hidden in his cape, his shadowy tail swishing around.

"Sreeeek, you don't need to know my name tonight, Thomas. But...you'll soon find out. I vas sure Cackletta could stop you, but vhatever this power you haff defeated her...for now. But I'm not so easy to get rid off, and I VON'T GO AWAY! I'M MUCH MORE POWERFUL! FOR VHILE I CAN HURT YOU OUTSIDE, I CAN **DESTROY YOU INSIDE**! I'm letting you go tonight...but you won't like tomorrow night. Sure me und Cackletta don't always get along, BUT I CARE JUST A LITTLE BIT ABOUT HER, and because you hurt her...you've made a true enemy tonight you blue hunk of metal! SCREEEK!"

Then he poked Thomas' nose with a claw before leaning in and whispering.

"Prepare for a deadly nightmare!"

Then the bat king vanished in a cloud of purple laughing. The others came over scared out of their minds.

"Thomas...this is serious. I remember Mario and Luigi explaining how powerful he really is...he can give you the worst nightmare possible." Yoshi said.

"Yeah...we messed up." Birdo said.

"Don't chicken out now, we handled many more before." Boom Boom said.

"Yeah, we're basically unstoppable...for now." Pom Pom whispered that last part.

Thomas took all of this in...could he really defeat this bat? Only time would tell.

"Let's go find the others." Thomas said.

They agreed and they all left the castle, unknown to them, the thief who had been going around taking minions, had arrived to find one of Cackletta's teeth that had been knocked out by Pom Pom's boomerang.

"Eh, I could use this. NEXT TARGET!"

Later on Thomas talked with the other engines who were safe in the sheds, Toby was next to the sheds.

"Everyone alright?" Thomas asked.

"Yeah, I think we all have our minds in check now Thomas." Percy smiled.

"I can't believe we were forced to get food for that crazy witch." Edward said.

"I'm very sleepy after all that." Toby said.

"Ugh, I know this railway will get a lot of complaints now." Gordon said.

"People will stop coming." Henry worried.

"Just think positive, that can't happen." James said.

"You're right James, we need to make sure everyone has a good time here." Emily said.

Thomas puffed up whistling.

"Don't worry everyone...this is our island...and we must protect it!"

Everyone agreed and whistled, then Percy moved up.

"Well, I got to go take the mail, see you all in the morning." Percy left.

As he traveled to get the mail cars, he had not noticed a certain bat king following him...

 _ **To be continued...**_


	7. Dark VS Light

Chapter 7: Dark VS Light

Percy managed to pick up the mail with no issues at all and went to get started on the run. He was too busy thinking about earlier to notice someone following him, he just could not believe he managed to get hypnotized and almost hurt his friend. It had felt so strange, no control over your own body and mind, like he was in a very deep dream.

"I'm glad it's all over, there's gonna be a lot to clean up over at Ulfstead Castle, but I'm not worried about it. The threat is gone and peace is back on Sodor...for now." He gulped.

He started to feel like it was far from over, all those villains could easily come back...well...maybe not as powerful as before. He was in so much thought he nearly ran a red signal, he braked hard and stopped letting the mail cars hit him.

"Oh dear, I got to stop thinking about it." Percy sighed.

 _"Oh I'd keep worrying screeheehee."_

Percy gasped, who said that? He looked around but saw no one.

"Maybe I'm just hearing things." Percy nervously smiled.

An owl flew by and some branches from a few trees rumbled in the wind. The signal turned green and Percy set off again, hearing no more voices for a few minutes. After dropping off some mail, he continued on still hearing no voices...until-

 _"Perrrrrrccccccyyyyyy!"_

Percy braked again, but didn't completely stop, he figured one of the others was scaring him.

"Stop it whoever you are. It's annoying, and I need to finish this job." Percy groaned.

He continued on, trying ignore any more voices.

 _"Sree...SREEEK... **SREEEEEEEHEEEEHEEEEE**!"_

Percy ignored it.

 _"I'm coming for you...you vill be very afraid. I vill give you a nightmare you could never escape from!"_

Now Percy was getting worried again...it didn't sound like anyone he knew. But he had to continue on, he raced down the main line constantly hearing bat screeches and evil laughing echoing through the air. He could hear the faint sounds of children screaming for their parents.

"No...no...what is happening?" Percy whimpered.

He was forced to pass by where the Shroob mothership was resting by Gordon's Hill, he thought they'd all be asleep but that's when he noticed both Shroob sisters standing outside talking about all the noise. When they noticed Percy, they growled forcing Percy to stop.

"Oh uh..hello." Percy greeted them.

"Hmph." Elder crossed her arms.

"What do _you_ want?" Princess Shroob snapped a pincer at him.

"Uh...trying to deliver the mail, but I keep hearing this strange voice and children screaming." Percy explained.

"We heard it too, thought we investigate...but honestly we shouldn't care." Elder rolled her eyes.

"Okay then, I'll be going." Percy said.

"HEY!"

Elder raced right in front of Percy and slammed her claws on his deck.

"Tell your friend Thomas to watch his back next time. And also, what the heck was with all that electricity over there?" Elder asked pointing towards the castle in the distance.

Percy explained to them about Cackletta, the hypnotizing and Thomas nearly killing her, this of course made the Shroob sisters a bit on edge, slightly regretting what they truly thought about Thomas.

"That explains the scream we heard...hmm...this Thomas is much stronger than we thought. We've heard about Cackletta, she's very powerful...but if she got defeated by him...sister...what does that mean for us?" Princess Shroob panicked.

"Nothing! The Shroob race is strong, stronger than anyone here...and we can prove it. We're still trying to find that King Bomb-omb, wherever he's hiding. You listen here green one, we'll gain our strength back...WE'RE NOT DONE HERE!" Elder snarled.

Suddenly a streak of purple raced by them and a loud super sonic bat scream pierced the sky.

"SCREEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEE!"

The Shroobs sisters covered their invisible ears and Percy shook. Suddenly Princess Shroob is knocked down by another purple blur alarming Elder.

"SISTER!"

Elder ran to her, only to be knocked down from behind by another blur, then the blur raced towards Percy's face, all he saw were yellow eyes staring in his for a brief moment before vanishing, that was enough to make Percy race away leaving the sisters sitting up confused. Percy raced down the line screaming.

"HELP! HELP! SOMETHING'S AFTER ME!"

He didn't care about delivering the mail anymore, he just wanted to get back to the sheds and hide. But he could still feel someone following him.

 _"I'm gonna get you! I'm gonna see you scream...I'm gonna make you SUFFER! SRUNK!"_

Percy kept puffing down the line until he came towards Henry's Tunnel. He was too busy panicking to think that whatever was scaring him could be inside. Once in, he could not see the other end of the tunnel, like something was blocking it. He slowed down to catch his breath...nothing but terror in his eyes.

"Hello? Anyone there?"

 _Silence..._

"Anybody?"

"SCREEEE!"

Suddenly large yellow eyes and a mouth with large sharp teeth snapped into view jumpscaring Percy backwards. Once out, a massive arm the size of the tunnel reached out, gloved claws flexing as it reached for Percy and grabbed his funnel. Another pair came out of the other tunnel and punched the mail cars right off the rails, Percy did nothing but scream as he suddenly pulled right into the tunnel and towards a mouth that ate him whole.

Next thing he knew when he opened his eyes, he was back at the sheds still screaming. He could Thomas' whistle and he ceased. Looking around in a panic, he saw he was in his own birth and the other engines were looking at him worried.

"PERCY! PERCY CALM DOWN YOU'RE BACK!" Thomas yelled.

"AAAHH! Oh...Oh I am? I am! What a relief!" Percy caught his breath.

"But how? You were gone to take the mail, the next your teleported here." Edward said.

"I don't know, I was making my rounds when I kept hearing voices, then I talked to the Shroob sisters who heard the same thing. Then something began to chase me towards Henry's tunnel and then I got eaten. The mail cars were knocked off the tracks...now the mail won't be delivered." Percy sighed.

Thomas remembered Antasma's warning, no doubt he was involved in this.

"Look it's best that we all stay in tonight, we can worry about the mail tomorrow. Sir Topham Hatt will make sure that the mail gets to the right places tomorrow, even if it's very late." Thomas said.

Everyone agreed and went back to sleep, however, it would not be a peaceful sleep. They all began to have different nightmares except for Percy who had been through enough.

 _ **Gordon's Dream...**_

 _Gordon was pulling 10 heavy coaches up his hill, and he was struggling worse then usual, but he didn't stop. The sky was grey and it was raining, his passengers were complaining and saying what a bad railway it was._

 _"NO! It's a good railway! It is! I just need to get up here and-"_

 _Suddenly Antasma poofed right in front of Gordon who gasped._

 _"Who are you?"_

 _Antasma said nothing, instead he leaned forwards and poked Gordon on the nose who started to slip down. Antasma waved as Gordon raced backwards down the hill. Behind him, the world seemed to disappear as he and coaches race off the rails and plummet down into a sea of darkness._

 _"NNNNNOOOOOOOOOOOOOOOOOOO!"_

 _ **Henry's Dream...**_

 _Henry was taking on coal and humming happily to himself, a worker was next to him making sure the coal hopper worked correctly. Once he was finished, the worker held a thumbs up._

 _"Alright Henry you're good to go."_

 _"Thank you."_

 _As Henry slowly took off, he heard the man yell._

 _"WAIT HENRY THERE IS A PROBLEM!"_

 _"What?"_

 _Henry backed up, only to find the man no longer there, instead there was Antasma dressed as the worker and holding an antasmunchie!_

 _"HUH?" Henry gasped._

 _"Enjoy the antasmunchies you collected, hmm, delicious." Antasma wiggled a jagged tongue._

 _His Fireman had began filling his firebox with the nightmarish food and Henry felt his boilder rattling, it was bound to blow up._

 _"NO! WHAT HAVE YOU DONE!" Henry yelled._

 _But instead of blowing up, he's launched straight into the air all the way into outer space, leaving Earth far behind._

 _"HELP!"_

 _ **James' Dream...**_

 _James grumbled as he entered one of the shunting yards where plenty of troublesome trucks were sitting around teasing him and laughing. James stopped on a turntable that was strangely placed there._

 _"Alright you all, I don't have time to fool around. Time to get to work, ugh, putting me in charge of shunting? Since when?" James groaned._

 _Suddenly the faces of the trucks began to shift dramatically, their teeth grew sharper and fangs poked out from the top, their eyes grew and turned yellow. James gulped as their laughter turned demonic, the turntable began to spin him around as he was forced to watch all the trucks evilly laughing at him._

 _"STOP IT! STOP LAUGHING! NOTHING IS FUNNY!" James shouted._

 _Suddenly the turntable stopped abruptly as he was facing a large mirror that came out of nowhere. In it he looked normal for a few seconds before his mouth and eyes changed to looked like the trucks as well. Before James could scream, Antasma poked his head right out of the mirror and into his face._

 _"SCREEEEEEEEEEEEEEEEEEEEE!"_

 _"AAAAAAAAAAAAAAAAAAHHHHHHHHHHHHHHHHH!"_

 _ **Emily's dream...**_

 _Emily found herself still in her shed, but no one else was around. It was very quiet and dark, no lights were on._

 _"Hello? Anybody?"_

 _She tried to push open the shed doors, but they wouldn't budge no matter how much force she put on them. She decided to roll all the way back, then charge the doors, as she collided with them, she's bounced back and derails. The shed doors hadn't moved an inch, she was trapped._

 _"NO! SOMEONE HELP!" Emily shouted._

 _She tried to whistle, only to realize her whistle was missing. She sat their alone in darkness, unable to see anything._

 _"This can't be happening, where is everyone?"_

 _She closed her eyes for a few seconds, when she opened them, there was clone Antasma in front of her in bat form. Obviously none of the engines had met Antasma personally except Thomas so she was confused._

 _"Who are you?"_

 _Antasma said nothing, but Emily found herself forced to blink, opening again, now there were two. Another blink, three, another blink, four, another blink, 20?_

 _"AAAHHHH! TOO MANY BATS!" Emily yelled._

 _One of them turned into Antasma's normal form, then pointed at her. Immediately the other bats screeched and started to attack her, biting and scratching her body while Emily let out a blood-curdling scream._

 _ **Thomas and Edward's Dream...**_

 _With Antasma deciding that Percy has had enough, he found that Thomas and Edward were sharing the same dream. In it, they were talking at Knapford Station at night, absolutely no one else was around._

 _"Thomas how did we end up in the same place?" Edward asked._

 _"I figured I could save you from Antasma's trouble, you were sleeping in the birth next to me anyways." Thomas said._

 _"This Antasma sounds very dangerous, you really think you can stop him?"_

 _"Not me, US!"_

 _"WHAT?"_

 _"Shh...he could be around here."_

 _The two looked around, nothing so far. They were considering finding a different hiding place when a purple blur rushes past them twice before coming back stopping on front of Thomas, the figure was Antasma himself who had his mouth hidden behind his bat bowtie. He squinted his eyes at him before zipping over to Edward and chuckling._

 _"So you too are sharing your own dreams eh? SCREEEK! Vell that makes it more easier for me!" Antasma growled._

 _He uncovered his mouth showing is large grin before zipping ahead of them. He dramatically thrusted his arms out from his cape and his flexed his claws before summoning two large balls of energy._

 _"DODGE THIS! Oh vait...YOU CAN'T!"_

 _Antasma threw the first one at Thomas, but to their surprise, it bounced off and hit Antasma in his shadowy chest._

 _"UGH! SCREEKEEDEE! SRUNK! AUGH! AGAIN VITH THOSE POWERS! HOW?"_

 _Thomas and Edward smirked and looked at each other before moving forwards as the bat king moved back._

 _"STAY BACK! I STILL GOT THIS LAST ONE! SCREEEEE!"_

 _He threw it at Edward but it also bounced off and hit the king._

 _"NO! URGH! GGGGGGRRRRRRRRRR!"_

 _"NOW EDWARD!"_

 _"FULL STEAM AHEAD!"_

 _The two raced at Antasma who flew down the line. He turned around flying backwards and shot more energy balls at them._

 _"GET AVAY!"_

 _Every orb he threw bounced off the engines and pummeled the king. The three raced down the main line, Antasma found himself with limited power._

 _"HOW? I COULD JUST FLY OFF, YET I'M STUCK HERE!" Antasma growled._

 _"That's because we don't give up, even in our dreams." Thomas said._

 _"VHAT? YOU HAVE TOO! I CREATED THIS NIGHTMARE! SCREE!"_

 _"Yeah a nightmare for yourself, pretty pathetic actually." Edward rolled his eyes._

 _Enraged, Antasma stuck out both hands and summoned one last larger orb that took both of their tracks, Thomas and Edward collide against it and push back on it. Edward had no idea how he was doing this._

 _"Don't worry Edward, we have Lady on our side!" Thomas said._

 _"So that's it." Edward gasped._

 _With all their might, the engines shoved the ball back towards Antasma who fled, but the ball caught him and exploded sending the bat king tumbling down and down a few feet away from the engine. He found himself sprawled on the ground groaning. Thomas and Edward arrived laughing._

 _"Nicely done Edward." Thomas said._

 _"You too Thomas." Edward smiled._

 _"NO!"  
_

 _Antasma shot up, fists clenched and sharp teeth gritted._

 _"I'M NOT DONE! SCREE! I GOT A FEW MORE SURPRISES LEFT IN STORE! ESPECIALLY FOR **YOU**!" Antasma pointed a claw at Thomas._

 _Then he made a "You're dead" gesture by sliding a claw across his neck before poofing away._

 **Reality...**

Thomas and Edward awoke to see them back at the sheds, only Percy seemed to be sleeping peacefully, the others were mumbling and shaking. They looked at each other with triumphant smiles.

"Well he's gone for now." Edward said.

"I don't think so Edward, I fear that was only the beginning." Thomas sighed.

And it was...Antasma wasn't going anywhere, he just needed to plan his next move, and he may have already done it. Unknown to the engines, Antasma stood on top of the engines sheds and had heard them. Before the two could fall asleep, the bat king floated down laughing.

"Told you." Thomas said.

"Vell you two, you put up quite a fight. Vhatever this power of your is, not only will I claim it for myself, but I'll finally give you a nightmare VORTHY OF MAKING YOU ENGINES BURST!" Antasma clenched his claws.

"How exactly?" Edward asked.

Antasma made a large grin, the two knew he was 100% up to no good. The bat king turned around and clasped his hands together.

"You see, I have no intention of taking over this island like that crazy witch SCREEK! But I do like to give my fair share of scares und torment. Feeding on nightmares is something I do best and need. You're friends are already filling me with a lot of energy, that little green one is lucky! SCREEEE! Since you seem to have powers to match mine, let's see how long you last vhen I send you a realm just PERFECT FOR PUNKS LIKE YOU! SCREEEHEEEEEHEEEEEEEEEE!"

"What?" Thomas gasped.

Before they could move, Antasma ripped a large portal open with his claws and it sucked Thomas and Edward in. Antasma pulled out an antasmunchie and ate it before licking his lips.

"This should be fun!"

Then he zipped into the portal before it closed, no one at the sheds noticed a thing. Meanwhile at Topham Hall, the Hatts were in bed while the kingdom crew were in the living room watching TV, well Yoshi and Birdo were trying to but Boom Boom and Pom Pom were arguing over the remote and constantly flipping channels.

"You two keep this up we'll be kicked out." Yoshi warned.

"Would you knock it off and pick a channel?" Birdo groaned.

"I would if SOMEONE would let me have the remote." Boom Boom said.

"You always pick the dumbest channels." Pom Pom argued.

While that was going on, King Bomb-omb had managed to evade everyone since he got here and was hiding out in an empty house across from the mansion. He had recently found out some buried treasure was near this area and wanted to claim it before anyone else could. Currently he was in the backyard of the house scanning the ground.

"Hmm...it's got to be somewhere, maybe I'll just have my minions blow up this whole area and then I'll have it." He decided.

"I DON'T THINK SO!" Came a voice.

King Bomb-omb turned around to come face-to-face with a certain king of ghosts...it was King Boo...

 _ **To be continued...**_


	8. Island Creepers

Chapter 8: Island Creepers

The two kings stared each other down, both unknowingly right above the spot where the treasure was buried. King Boo looked much more irritated for the other king being here than King Bomb-omb who was confused.

"What is someone like you doing here?" King Bomb-omb asked.

"I followed the directions from this letter I received, I was promised a nice vacation which I'm gladly gonna take, and treasure. I tracked it here thanks to some kid who gave me his metal detector, well more like I SCARED it from him. I know it's here, and when I find it, I'll continue to rule over this island!" King Boo said.

"Not so fast ghost, for I have already took over!" King Bomb-omb lied.

King Boo looked around with a deapanned look.

"Then why isn't anyone fleeing in terror? Why haven't I seen a single bob-omb? HAH! You're pathetic, not even a good king if you ask me." King Boo laughed.

"HOW DARE YOU! I'LL HAVE YOU KNOW I'M THE BEST KING AROUND! I even have this glorious mustache, something you could never grow." King Bomb-omb crossed his arms.

"Like I'd want to. Now MOVE IT! I got a treasure to collect."

"I was here first."

"You're gonna be PUMMELED FIRST IF YA DON'T MOVE!"

"Alright ghost, I didn't want to resort to fisticuffs, but you left me no choice." King Bomb-omb crackled his knuckles.

"Bring...it...on..." King Boo challenged.

Back at the mansion, the four could hear some strange noises outside, it sounded like a scuffle. Yoshi got up and went to a front window to see what looked like a giant dustcloud fight behind the other house.

"Hey guys, someone's getting their ass kicked." Yoshi called out.

"Ooh a fight, let's join in." Boom Boom got ready.

"Can you tell who?" Pom Pom asked.

"Nope, but they're annoying me. Let's go stop them!" Yoshi said.

"It's probably the shroobs sisters, or the bat and witch." Birdo figured.

The four raced outside and towards the back of the house to see King Boo and King Bomb-omb brawling.

"HEY YOU TWO KNOCK IT OFF!" Yoshi yelled.

The two halted and looked down at the four, realization of King Boo being there hit Yoshi like a speeding train.

"King Boo? What do you want now?" Yoshi asked.

"YOSHI? UGH! I SHOULD'VE KNOWN YOU AND THOSE IRRITATING PLUMBERS WERE HERE!" King Boo growled.

"Uh...actually it's just us." Yoshi gestured to him and the other three.

"Oh...what you betrayed him or something?"

"No, we're on vacation."

"Oh...I see...

The kings almost forgot why they were fighting before Boom Boom mentioned it.

"So what's the fighting about?"

"TREASURE!"

The two went back to fighting and the smaller four facepalmed.

"What treasure? WHATEVER IT IS I WANT IT!" Pom Pom jumped eagerly.

"OH NO IT'S MINE!" Boom Boom argued.

"YOU'LL NEVER TAKE MY TREASURE!"

The two start fist-fighting until they also are engulfed by a dustcloud. Yoshi and Birdo looked at each other and sigh.

"We're surrounded by idiots." Yoshi said.

"While they're busy, let's dig up the treasure and see what it really is." Birdo said.

"Sure."

So they went to fetch shovels, come back and start digging. The treasure was not buried that well they only had to dig about 3 feet before hitting something metal, the ding was heard by the others who stopped fighting.

"IT'S REALLY THERE!" King Boo yelled.

Yoshi pulled up the chest before setting it down, there was a lock on it, but King Boo didn't seem to care.

"MINE!"

He scooped up the chest before sticking his tongue out at the others and floating in the air.

"NO! GIVE IT BACK!" King Bomb-omb shook a fist at him.

"Let me think about that...NOPE! Now if you'll excuse me, I'm gonna enjoy this treasure while giving my minions the green light to come to this island, SODOR WILL BECOME BOO-DOR!"

No one thought that was clever at all...just plain stupid.

"Are you serious?" Pom Pom face-palmed.

"Okay so I won't call it that, whatever, YOU ALL WATCH YOUR BACKS! THIS KING'S GOT A NEW ISLAND TO RULE!" King Boo laughed.

"Not if we have anything to say about it." Birdo growled.

"Oh, you wanna fight me?" King Boo growled.

"Doesn't have to be a fight, just some kind of competition." Yoshi shrugged.

"A competition you say? Okay sure, what do you have in mind?"

"A race!"

Everyone gasped except for King Boo who burst out laughing, he even had a few tears and wiped them away.

"You? Race me? Come on that's priceless, I'm way faster than you." King Boom scoffed.

Yoshi kept a smirk on his face, not once faltered by King Boo's boasting.

"Oh really, do you even _know_ your way around here?"

"Of course I...well...sorta...HEY WAIT...WE CAN'T RACE! I KNOW NOTHING ABOUT THIS PLACE!" King Boo growled.

Yoshi looked off into the distance, then raced onto a nearby hill and pointed.

"Think you can beat me there?"

King Boo came up and saw Yoshi was pointing towards the docks where Cranky the crane could faintly be seen sleeping. King Boo turned to Yoshi, large fangs bared.

"YOU'RE ON!"

"We follow the rails and you will stay low to the ground, no cheating." Yoshi demanded.

"Fine, doesn't matter. I'll beat you easily." King Boo scoffed.

"Good, any conditions for winning?"

"If I win, I will stay to take over this island no matter what. I could use a break from constant darkness, this island admittedly looks beautiful, so why not? Plus I'll get that treasure all to myself."

Fine, but if I win, WE get the treasure and you will NOT takeover."

"BUT I'M STAYING EITHER WAY! I can't pass this island up!"

"Fair enough."

"I'm coming too!" Birdo said.

"You sure Birdo?" Yoshi asked.

"Absolutely." Birdo said determined.

"Alright, I'll just defeat you as well." King Boo waved her off.

Yoshi looked back to see King Bomb-omb secretly sending two bomb-omb behind Boom Boom and Pom Pom.

"LOOK OUT!"

The two jump away just as the minions explode.

"DARN!" King Bomb-omb clenched his fists.

"OH YOU'RE GONNA PAY FOR THAT!" Boom Boom snarled.

"PROTECT THE TREASURE!" Pom Pom readied her boomerang.

The two kept King Bomb-omb busy while King Boo, Yoshi and Birdo got ready to race.

"READY...SET...GO!" Yoshi yelled.

The three took off, King Boo of course stayed low to the ground as they raced around a bend out of view. Meanwhile with Thomas and Edward, they were in much more trouble.

 **Inside Antasma's Nightmare Realm...**

They found themselves in a more twisted version of Sodor, the sky was red, the grass was dying, the moon looked cracked and ready to explode and the rails were black. The two listened as ghostly moans and bat screeches could be heard. Edward stayed coupled to the back of Thomas as they looked around.

"Edward, you okay?"

"Yes Thomas, you?"

"I'm fine, but where are we?"

"I have no clue."

In front of them was a large haunted-looking shed with a metal gate blocking the entrance, nothing could be seen inside but darkness. They could faintly hear Antasma chuckling nearby.

"ANTASMA! WHERE ARE YOU?" Thomas demanded.

"THOMAS NO!" Edward shouted.

Antasma then appeared coming out of the shed and floating over the gate chewing on several antasmunchies at once, his slobber disgusted the engines.

"Gross." Thomas said.

Antasma gestured to them to hold on before swallowing them all, a large burp echoed around before he licked his lips.

"Oh those are so good SCREEEK! Anyvays, VELCOME TO MY NIGHTMARE REALM! As you can see, I've modified it to look like your island...kinda."

The place looked like something huge had smashed Sodor to pieces, only a few buildings were up, but they looked ready to crumble already.

"This doesn't look like Sodor." Edward said.

Antasma looked annoyed and gritted his teeth.

"IT'S SUPPOSED TO BE DESTROYED SCREEHEEE!" Antasma's left eye twitched.

"It's not as scary as-"

Antasma smashed his own face into Thomas' before screaming in his face.

"SILENCE YOU HUNK OF JUNK! SCREEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEE!"

This silenced the engines as Antasma recovered his composure and backed away.

"You two are giving me a headache, I'll need to dispose of one of you." Antasma rubbed his head.

"WHAT?" Thomas gasped.

"BEHOLD MY ULTIMATE FORM!"

Antasma shot his clawed hands up into the air before being engulfed in a large purple cloud, a loud roar pierced the sky as Antasma grew into his larger battle form, he now towered over the engines with his hands being big enough to grab their entire front end. Antasma looked down at them and crashed his claws into the ground beside them. The engines whimpered as Antasma put on a large grin.

"Now then, shall ve get started?"

He summoned a much larger antasmunchie into his hand before pointing it at Edward.

"Hey! What are you doing?" Edward gasped.

He began to float into the air and closer to the food, then the antasmunchie began to consume Edward's body.

"EDWARD!"

"THOM-!"

Edward is fully consumed before Antasma teleports him away.

"Now then Thomas...if you vant your friend, you'll have to DEFEAT ME FIRST! And by defeat me, I mean traveling through this nightmare realm I set up, if you can't...BOTH OF YOU VILL BE DESTROYED! SCREEEEEEEEEEEEHEEEEEEEEEEEHEEEEEEEEEEEE!"

"NO!" Thomas gasped.

Antasma then teleports away and the metal gate to the shed opens, Thomas knew only he could rescue Edward before it was too late. He didn't know how, but he was going to stop him. With Lady's power within him, he did at least have a chance. Plunging into the shed, he whistled loudly.

Back with the other group, Yoshi and King Boo were tied as they raced down the main line, Yoshi showed off a bit by grinding on the rails, Birdo however was having trouble keeping up, she wasn't as fast, but her goal to keep Yoshi going kept her running.

"I got to keep up with them, I HAVE TO!" Birdo panted.

"Hmm, impressive Yoshi, you have more in ya than I thought, much more than Luigi ever could. Oh I can't wait to find him again!" King Boo grumbled.

Distracted by his own vows, Yoshi pulled ahead by knocking King Boo to the side and back.

"HEY!"

Yoshi chuckled before speeding ahead, Birdo catches up and passes the ghost too.

"GGGGRRRRRRRR! THIS ISN'T OVER!"

Yoshi and Birdo high-foured before rounding another bend and racing by a signal box, the person inside too tired to notice anything. King Boo flew faster and managed to get ahead by cutting into a corner earlier than the others.

"DARN!" Yoshi yelled.

"HAHAHAHAHAHAAA! HOW SAD! OH WAIT...IT'S NOT!" King Boo laughed.

Birdo just flipped him off.

"How are the others doing?" Yoshi wondered.

Turns out Boom Boom and Pom Pom had challenged King Bomb-omb to a staring contest to keep him distracted from the treasure chest next to them...and no one looked like they were going to stop anytime soon. Meanwhile, Thomas was racing through complete darkness, his headlamp only illuminating a foot of track ahead of him, he could hear faints laughs from Antasma as the bat king teased him.

 _"POOR POOR THOMAS! THINKING HE CAN STOP ME! HE'LL NEVER MAKE IT THROUGH! SCREEHEE!"_

Thomas ignored his taunts before Antasma himself poofed in front of Thomas and clasped his hands together.

"You're very stubborn aren't you? Very vell, I can play that too! I'll scare you right out of your boilers and sent you to HELL!"

Thomas tried his best to hide his fear and keep a straight face, this angered Antasma.

"UGH! I'LL STOP YOU NOW!"

Antasma summoned another ball of energy and threw it, but the invisible gold dust shielding knocked it back but Antasma moved out of the way.

"Hmph...that vas just a quiz, HERE COMES THE TEST!"

Antasma disappeared again and the area began to light up purple and blue and took the appearance of a long never-ending hallway, countless windows on the walls shaped like angry-bent eyes. Out of nowhere, one of Antasma's arms broke though a window on the right up ahead ready to grab him in it's claws.

"OH NO!" Thomas gasped.

Thomas hoped he could miss, and some force seemed to hear him as the track ahead bends left twisting Thomas to the side dodging the hand. Thomas repeated this several more times when Antasma tried to grab him from the left, then Antasma tried punching him from the both sides.

 _"ARGH! STAY STILL! SCREEEEK!"_

Thomas got the hang of bending the track to his will. But that wouldn't save him from three massive balls of energy targeting him from behind. Thomas sped up faster and faster until he could see a door ahead shaped like himself. The energy orbs caught up and slammed into the ground behind Thomas propelling the engine through the doors and into a black void, he couldn't even see the tracks, and he had lost the ability to change them.

 _"OH THOM-SCREEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEK!"_

Thomas screamed as he suddenly begin descending down through the black void, Antasma had decided to torture him pretending to grab him. A massive hand rose up from the bottomless void to grab him but poofed away the moment it touched Thomas' wheels.

"CINDERS AND ASHES! MAKE IT STOP!" Thomas screamed.

A fist came racing at him from the side but vanished after only a tap. Thomas felt himself going up and down at incredible speeds like a rollercoaster. When he was straight again, yellow eyes illuminated in front of him.

"ISN'T THIS FUN?" Antasma teased.

"NO IT'S NOT! WHERE'S EDWARD!" Thomas demanded.

"PAH! NO NEED TO VORRY ABOUT HIM RIGHT NOW!"

Before Thomas could argue, Antasma revealed his whole body and grew in size just big enough to fit in Antasma's mouth, which was the next plan. Antasma laughed as Thomas tried to brake but he couldn't. He screamed as he raced into Antasma's mouth which shut instantly. Thomas thought he was done for, until he found himself floating through the darkness again. Thomas was so scared, he just wanted to go back home, to be with his friends, he didn't ask for any of this.

"It's just a dream...it's just a dream...it's just a dream..." Thomas mumbled.

 _"Oh...you think so huh?"_

Suddenly another one of Antasma' hands came racing up and this time it grabbed him before positioning him between his thumb and index claw, pressure being put on Thomas' front desk crushing it and Thomas' back being dented in.

 _"You're like a little toy...how cute! Screek!"_

Suddenly Thomas is tossed into the distance and taken by another hand, then he kept getting passed on by multiple hands before being flung through a white light. Next thing Thomas knew, he was back on Sodor, or so he thought. To him it looked like Sodor, he was in front of an empty Tidmouth Sheds. But then a massive Antasma loomed over the island. Antasma had created a playset to trap Thomas in.

"I know you're greatest fear Thomas...the fear of seeing your precious island completely destroyed...vell then...allow me to BRING THIS FEAR TO LIFE, SEE IT CRUMBLE BEFORE YOUR VERY EYES! SCREEEE-HEEEEEEEEEE!"

"NO!" Thomas gasped.

Suddenly the bat king let out a loud super sonic screech before slamming his massive fists all over the fake island, several times he dragged his sharp claws across the "island" ripping it apart. Every impact shook the "island" as Thomas watched in horror. Everything he knew and loved was being destroyed, his biggest fear was coming true, it started to make him cry. He knew once Antasma was done he'd be next.

Back with the others, Yoshi, Birdo and King Boo continued their race to the docks. Yoshi tried many attempts to pass the king but he would just block him. King Boo knocked over a few freight cars to block their path, but the duo jumped over them.

"You won't beat me. Besides we're almost there." King Boo said.

They could see the docks in the distance, Cranky the crane was still asleep. Since King Boo was cheating, they would too. Yoshi popped out an egg and Birdo kicked at the king knocking him down. Yoshi and Birdo passed him just as he got up.

"D'OH! GET BACK HERE!"

King Boo angrily chased them down as they got closer to the docks, King Boom was going to blast them with a fireball but he didn't realize how high he was and crashed into the roof of a shed. The duo passed under the shed and finished the race first.

"YEAH WE DID IT!" Yoshi cheered.

"That looked like it hurt." Birdo looked back.

King Boo came over rubbing his head, he growled.

"NO FAIR! I WANT A REMATCH!" King Boo shouted.

"Hey what's with all the noise?" Cranky groaned awake now.

"QUIET YOU!" King Boo pointed.

Cranky shuts up and turns away, secretly grabbing something. King Boo went back to pouting.

"Sorry but you lost, should've looked where you were going." Yoshi shrugged.

"THIS ISN'T OVER! I KNOW IT AIN'T!"

Suddenly Cranky swung back around, large crate on his hook and it smashed into King Boo knocking him far into the distance.

"Nice shot." Birdo said.

"Thanks." Cranky smiled.

Back with Thomas, he felt so helpless with the island being destroyed, but part of him knew it wasn't the REAL island, it just felt that way. Finally after a few minutes Antasma was bored and looked back down at Thomas.

"That vas fun...but now to get rid of one more issue." Antasma smirked.

Antasma grabbed Thomas and lifted him all the up to his face, Thomas did look like a toy train from his view, this only scared Thomas more.

"Scared?" Antasma asked innocently tilting his head.

Thomas said nothing.

"Figures, you really are annoying, you just don't know vhen to give up."

Antasma when on to boast while another voice filled Thomas' head.

 _"Thomas, you can stop him. You can gain control of this nightmare when Antasma is occupied, now's your chance!"_

Thomas knew Lady was right, and he had an idea. Antasma had stopped to see Thomas smile.

"SCREE? VHY ARE YOU SMILING? THERE'S NOTHING TO SMILE ABOUT! QUIT IT!" Antasma demanded.

But Thomas began to laugh confusing the bat king even more.

"KNOCK IT OFF! UGH! OKAY THAT'S IT!"

Before Antasma could do anything, Thomas suddenly grew in size to the point Antasam lost his grip on him and Thomas swapped sizes with him, Antasma gasped when he found himself right under Thomas.

"Uh oh. SCREEEP!"

Thomas lands right on him crushing him, but Antasma quickly gains strength and manages to lift himself out from under Thomas and scurry in front of him. The two were now back in a dark void.

"HOW DID YOU DO THAT? OF COURSE! YOUR STRANGE POWER! GIVE IT NOW!"

"GIVE BACK EDWARD!"

"NO! THIS ENDS NOW!"

Antasma then duplicated himself so that there were 6 of him. One of the clones summoned a large energy orb before they all circled around each other in a quick motion before lining up. Thomas figured he'd have to guess which one had it, Antasma was now too desperate to remember Thomas' gold dust shield, for as the clones shot their hands out to trick him up, the real Antasma suddenly shot the orb just for it to bounce off Thomas and hit him back.

"AUGH! I've got to stop doing that." Antasma rubbed his face.

Thomas chuckled and had pushed the bat king to his breaking point, without a word, Antasma snapped his claws and a massive portal opened up behind Thomas where inside where countless spikes and other sharp objects. Antasma then glowed in a light blue aurau and his gloved claws were lit in flames.

"IT'S OVER!" Antasma hissed.

He flew straight at Thomas who saw this coming. Antasma collided with Thomas' gold dust shield and began pushing against it, Thomas pushed back. The two forces created sparks and neither gave in. Thomas' wheels slipped a few times as he's backed up towards the portal. Antasma and Thomas locked eyes on each other.

"VHY DO YOU CONTINUE TO RESIST ME?" Antasma roared.

"Because...I don't give up on my friends, my family, my island. And nightmares are just attempts to scare people, well you don't scare me anymore." Thomas said.

Thomas found himself pushing Antasma back much than usual, the bat king was slowly losing power from overuse and feeling threatened himself.

"NO! YOU'RE SCARED! YOU HAVE TO BE! SCREEEEEEK!"

"Not anymore...so much has happened lately that can't take any of you seriously anymore."

Antasma gasped, this engine had to be toying with him. Then Thomas' eyes began to glow making Antasma flinch.

"Vhat are you doing?"

He got his answer in the form of a massive gold dust beam shooting out of Thomas' eyes destroying Antasma's aura and letting Thomas push him far into the darkness, Antasma kept his grip on Thomas as he races ahead.

"STOP! STOP PLEASE! SCREEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEE!"

Antasma kept on screeching as Thomas summoned a perfect item to end all this...buffers. Thomas this time could apply his brakes and stopped abruptly but Antasma flew off him and smashed into the buffers ahead destroying them and injuring himsf pretty badly. Thomas chuffed over to see Antasma trying to get up, he was coughing some blood.

"Ugh...scree...scree...scree...so much...power...ugh...you...how...gah..."

Antasma looked up at Thomas who looked pissed, he could run Antasma over at any second. One of Antasma's eyes twitched before he face-planted on the ground defeated, the whole world breaking apart back into reality. Now they were back on Sodor for real, right in front of Henry's Tunnel. Antasma was back to his smaller normal form.

"Finally...now Antasma, bring back Edward." Thomas demanded.

Antasma managed to sit up and snap his claws, Edward arrived with the antasmunchie he was encased melting off him. Edward opened his eyes to find Thomas and Antasma.

"EDWARD!"

'THOMAS!"

The two whistled with Antasma grabbing his head.

"ENOUGH!" He silenced them.

Antasma turned to Thomas with a smirk and pointed.

"You're much more powerful than I ever thought, maybe you all are. Hmph...I'm impressed." Antasma crossed his arms.

"You'll probably just team up with Cackletta again." Thomas said.

"In the future, like I said before, I have no interest in truly taking over, I just vanted to scare you, feed on your bad dreams und nightmares, that didn't last long. Und to be honest, I vas never going to kill any of you. I expected some retaliation, und you've proven to me your determination and bravery. You'd make a fine minion of mine...that one on the other hand..."

Edward rolled his eyes at the comment and Antasma chuckled, Thomas didn't think this was funny.

"So basically it was all a trick? Bother!" Thomas groaned.

Antasma burst into laughing before Thomas and Edward simply left back to the sheds severely annoyed. Once he was finished laughing he decided to eat a few Antasmunchies on a hill nearby, one slipped down the hill out of his sight where the recurring thief arrived to steal it.

"Finally some food, maybe it will taste good...to my boss at least."

 **End of arc 3.**

 **To be continued...**


	9. Koopa Chaos

Arc 4: Steaming Shells

Chapter 9: Koopa Chaos

When Yoshi and Birdo returned, they saw that King Bomb-omb was cheering and holding up the chest while Boom Boom and Pom Pom laid flat on the ground exhausted, they had lost the staring contest.

"Hah, no minions of Bowser could ever beat in such a challenge like a staring contest." King Bomb-omb scoffed.

"Whatever." Boom Boom said.

"I bet the treasure is nothing special anyway." Pom Pom waved it off.

"Well let's see."

The king smashed open the lock and eagerly began to lift the top up. The others gathered around, so many guesses scrambled around in their heads. Once it was fully open, what they found made them gasp...with disappointment.

"ARE YOU KIDDING ME?" Boom Boom punched the ground.

Inside was nothing...they had gone through all that for nothing. Well, there was a small note taped to the inside of the chest. Pom Pom peeled it off and read it out loud.

"Dear whoever found this chest, SIKE!"

Everyone groaned, especially King Bomb-omb who straightened his mustache. Boom Boom kicked over the chest before storming back over to Topham Hall, Pom Pom quickly followed.

"Who has time to pull something like this?" Birdo wondered.

"I don't even know, in fact, maybe there WAS treasure in here, someone took it then reburied the chest." Yoshi said.

"A complete time-waster, damn it I'm going to bed." Birdo stormed off.

"Wait up!"

With them gone, King Bomb-omb noticed that Pom Pom hadn't flipped over the note and there was something written on it. Picking it up, he read the rest quietly.

"Actually...it's really in the basement, figured someone would get mad and throw this note down without turning it over...who would do that? The treasure is in the basement of this house."

King Bomb-omb gasped and looked towards the house. Racing inside and knocking over a few of his minions, he crashed through the basement door and found piles of golden coins all over.

"YES! I KNEW THERE WAS TREASURE! TAKE THAT GHOST KING!" He cheered.

The next day...the engines at Tidmouth Sheds were still recovering from their nightmares, it didn't help when Thomas and Edward explained what happened to them, only Percy seemed to be rather cheery.

"Those do sound terrible, even for a prank." Percy said.

"I think I had it the worst." Edward said.

"What did it feel like?" Thomas asked.

"...A nightmare..." Edward sighed.

The others engines were just glad for it to be over. Meanwhile, far away at Bowser's castle, Kamek was in his room reading in silence, but he was getting annoyed by the sounds of the other koopalings constantly arguing and fighting. Bowser himself hadn't heard a thing as he had taken the last pair of headphones they had to stop the noise, he had no plans for today which meant Kamek had less worries.

"Ugh...those little brats really need to be taught a lesson, or just go away. It's bad enough that Boom Boom and Pom Pom were giving me trouble earlier...hmm...maybe I can send the others away too, not like Bowser will need them today anyways."

Kamek got off his bed and went over to a desk where he kept copies of letters, turns out HE was the one who sent all the other villains to Sodor for a secret plan. He had one more to send as well.

"Now then, let's do some nice editing."

With the actual koopalings, they were arguing over who got to take the Koopa Clown car for a spin, well almost all of them were. Ludwig stood nearby filming the whole incident while Roy, Morton, Iggy and Lemmy were fighting over the vehicle. Wendy and Larry walked into the room they were in and saw Ludwig.

"At it again?" Larry asked.

"Yeah, it's gone much longer than last time...this means more footage." Ludwig adjusted the camera's focus.

Wendy rolled her eyes, she was so bored. Usually she and Pom Pom did a lot of things together but she was gone, Wendy was the most curious about the island they went to, she needed to know more.

"Any of you know what island those two went to anyways?" Wendy asked.

"Nope, they didn't say anything. NO FAIR! I WANT A VACATION TOO!" Larry whined.

"Be glad Bowser isn't sending us anywhere today." Ludwig said.

"True."

Suddenly Bowser Jr goes racing past the room laughing while an enraged Kammy and Kamella goes past chasing him, Bowser Jr. had played a prank on them by filling their hats with soda...this did not go over well. Kamek had just finished editing his latest letter and was about to deliver the first one to the koopalings, then the other to a friend of his, but he's suddenly trampled by Bowser Jr, who tripped and fell. As Kamek got back up he's knocked down again by Kammy who managed to tackle the young koopa and give him a piece of her mind. Kamella stopped in time and noticed the letters.

"What are those for Kamek?" Kamella asked innocently.

Kamek rolled his eyes, she was always so nosy of his business.

"Nothing you need to know, it's a surprise." Kamek said.

"Just tell me."

"NO!"

Kamek tried to run to the side of her but she moved in time and pushed him back, she wasn't giving up so easily.

"WOMAN KNOCK IT OFF!" Kamek growled.

"They must be very important, I've noticed there were times you never came out of your room for like 5 hours." Kamella put her hands on her hips.

"BECAUSE IT'S TOP SECRET!"

"Shouldn't Bowser know?"

"NOT YET!"

The two are interrupted by Bowser Jr's wails from getting spanked by Kammy.

"NO PLEASE! MAKE IT STOP!" He cried.

"Serves you right." Kamella scoffed.

Kamek took this chance to shove Kamella out of the way and reached the room where the koopalings were, but just as he entered, Kamella tackled him down letting the letters fly into Wendy's hands.

"Ooh what's that?" Larry asked.

"Letters? What's the deal Kamek?" Ludwig asked.

"I'd explain but SOMEONE keeps getting in my way." Kamek growled at Kamella.

"Ugh, whatever." She gave up.

Wendy looked at the letter written for her group and a large smile formed on her face.

"AHA! I KNEW WE'D GET ONE SOON!" Wendy cheered.

"WHAT?" Larry and Ludwig moved in closer to her personal space.

Wendy shoved their faces away and sighed.

"We're getting a vacation to the island too...and unfortunately that includes Bowser Jr." Wendy explained.

"YAY A VACATION!" Larry cheered.

"All of us huh? YOU HEAR THAT IDIOTS?"

The other koopalings were too busy brawling inside the clown car to hear him, the clown car's expression looked pained. Suddenly it began to move as the fighting for control caused it to go haywire. The boxing glove arms extended out and headed straight for the three.

"RUN!" Ludwig shouted.

The three ran out while Kamek and Kamella get knocked out the room after arguing instead of paying attention. As the chaos moved in the hall, the clown car seemed to have enough of the fighting and angrily dumped the koopalings on the ground before pressing a button on the wall nearby revealing a Bullet Bill.

"Um...what's going on?" It asked.

The Clown car hopped onto the Bullet Bill and actually spoke.

"AWAY FROM HERE!"

The clown car and Bullet Bill blast through a window and far into the distance leaving everyone in complete silence and shock. Bowser thought he heard something over his headphones, but dismissed it and continued to watch TV.

"Did...that just happen?" Kamek asked.

"I think so." Kamella said.

"Uh...now what?" Kammy asked.

"WE NEED TO GET THEM BACK!" Bowser Jr said.

"Now how are we gonna take our vacation?" Larry pouted.

Without a word, Kamek took out his staff and warped them all to Sodor leaving just him, Kamella and Kammy in the hallway.

"There, that's takes care of them, now to deliver this last one." Kamek held up the other letter.

"To who?" Kamella asked.

"D'OH! Be quiet woman!" Kemek snarled.

"MAKE ME!"

Kammy rolled her eyes as the two were seconds from tussling.

"You two are weird." Kammy groaned.

"SHUT UP!" They both growled.

Back on Sodor, the engines were back to doing their own jobs, things seem to be fine for now. None of the villains bothered them, at least not much, it was like they were now tolerating the engines. When Gordon needed help on his hill, it was a good thing the Shroob ship was there, for Elder Shroob volunteered to push him up, Princess Shroob often scared troublesome trucks when they misbehaved when Thomas and Percy shunted them in the yard. King Bomb-omb often discussed current events with Sir Topham Hatt, and even King Boo resorted to telling scary stories to the Diesels who especially like the ones where the king scared Luigi. Antasma continued to bug the engines about having powers or wanting to know everything that scared them, Fawful was hoping to convert old parts from the Scrapyard into new inventions, but Cackletta remained grumpy unless she saw Fawful excited, she even started to make a friend out of the shroob sisters. That afternoon, Thomas was traveling along his branchline.

"What a week it's been." Thomas said.

"I know, at least everyone is getting along." Annie said.

"Oh yes, things are starting to pick up." Clarabel said.

"To be honest, it's always good to have a nice change of pace." Thomas said.

SHHOOOOOOOOOOOOOOOOOOOOOOOOOOOOOMMMMMMMMMMMMM!

"What's that?" Annie asked.

Clarabel could see something straight towards them, two things.

"OH MY GOODNESS!" Clarabel yelled.

"What is it?" Thomas asked.

"It's some kind of black object with a vehicle-like thing riding on it!"

"WHAT?"

The clown car hopped off the Bullet Bill and skidded across Annie and Clarabel before toppling over Thomas and falling on his front deck. The Bullet Bill raced up beside Thomas.

"What are you guys?" Thomas asked.

"I'm a Bullet Bill, I was taking this clown car far away from the Koopalings." It explained.

"Koopa-who?" Thomas raised an eyebrow.

"STOP!" The clown car shouted.

Thomas braked hard thankful he had no passengers, as if they needed to hear more complaining. He brakes around a turn and the Bullet Bill loses control knocking into Thomas and derailing him, Annie and Clarabel. The clown car flies off the track and onto it's side. Once everything stopped, Thomas caught his breath.

"Welp, guess we're not done with the strange newcomers." Thomas sighed.

The clown car rarely showed its sentience when the other koopas were around, now he could seeing as there were more living machinery.

"Ugh I needed a break from those idiots." The clown car sighed.

"Sorry for crashing you." The Bullet Bill said.

"It's okay, I just hope someone comes by soon to help." Thomas said.

"I can do that."

Deciding to keep its boxing gloved arms out, the Clown Car lifted Thomas, Annie and Clarabel back on the tracks.

"Thanks uh..."

"Clown Car." It smiled.

The Bullet Bill rose up and looked into the distance.

"Well if I'm not needed, I'm gonna race around here for a bit."

The Bullet Bill blasted off into the sky and Thomas looked at the Clown Car.

"What will you do?" Thomas asked.

"Well being on my own for the first time, I guess explore."

Meanwhile, the koopalings had been scattered around the island, which they didn't mind. Strangely Wendy and Ludwig ended up at the beach together, at the same time Yoshi, Birdo, Boom Boom and Pom Pom were there. Both duos were trying to see who could build the better sand castle. Needless to say Wendy and Ludwig were shocked to see them all.

"Boom Boom? Pom Pom?" Wendy gasped.

The two named looked up at them.

"Wendy? Ludwig?" Pom Pom gasped.

"Yoshi? Birdo?" Lugwig said.

"Okay I think we got all our names." Yoshi said.

"Wait if you two are here, then that means...CRAP!" Birdo stomped a foot.

"TIME TO KICK SOME ASS!" Wendy growled.

"You get Birdo, I'll get Yoshi!" Ludwig cracked his knuckles.

"WAIT STOP!" Boom Boom waved his arms.

"Why stop?" Wendy asked.

"We're having a truce." Pom Pom said.

"WHAT?" They gasped.

"Long story, by the way many of that plumber's other villains are here too. It's all one big villain vacation." Boom Boom said.

"Heh, you said the title." Yoshi said.

"And there goes the fourth wall, anyways, look there's no fighting, just enjoying our time here." Birdo explained.

"Fine...oh yeah...POM POM MY GIRL!" Wendy smiled big.

"WENDY!" Pom Pom cheered.

The two hugged while the other groaned. Ludwig shrugged and inspected the castles.

"Interesting, but I can make a better one." Ludwig challenged.

"Try it." Yoshi scoffed.

Meanwhile, Morton and Roy ended up at one of the shunting yards where they were picking on some of the troublesome trucks by insulting them and knocking them into different places with just a punch.

"Boy this is fun! Maybe later we should wreck a station." Roy said.

"YEAH! LET'S DO IT!" Morton shouted.

Edward arrived to shunt and saw Morton and Roy continuing to punch the trucks into a siding together. After what he went through, Edward gave up on being shocked by strange newcomers.

"I see you two got the job done for me." Edward said.

The two looked at him and smiled big.

"You bet! Uh...what were you going to do?" Morton asked.

"Shunt these trucks into place...well I guess I can go do something else." Edward said.

"YAY! MORE CHAOS ELSEWHERE!" Roy yelled.

The two ran off leaving Edward curious as to where they were going. Iggy and Lemmy ended up joining Gordon on an express ride, much to his annoyance. The two were top of him hopping around and laughing.

"You two get off! You're gonna fall off, or worse you make me late!" Gordon sneered.

"NO WAY! KEEP GOING!" Lemmy shouted at him.

Iggy made his way over to Gordon's funnel and stuffed his head inside, Gordon felt immediately stuffed and sneezed sending Iggy back crashing into Lemmy and the two go flying off Gordon and onto a passing by Diesel 10 who gasped.

"AUGH! GET OFF ME!" He snarled.

Iggy and Lemmy grabbed onto Diesel 10's claw as he swung it around and snapped it, but the two wouldn't let go. Gordon was just glad they weren't his problem anymore.

All that left was Larry who was just lost and alone. He looked at a map of Sodor but had no idea where he should go. He was currently at Knapford Station where barely anyone was around. He had already figured some of the other villains were here after he saw a Boo, Bob-omb, and a shroob walking around. Standing on the platform watching as James left with some passengers, another Shroob came by and decided to try and push him off the platform, but Larry moved out of the way and shoved the Shroob away in anger.

"THE HELL IS WRONG WITH YOU?" Larry growled.

The Shroob only laughed before attempting to walk away causing Larry to step up to it, they were the same height.

"You got a problem Shroob? Maybe you need to be knocked down a peg!" Larry threatened.

The Shroob spoke in a different language but it was trying to insult him, Larry figured that.

"Alright Shroob you asked for it, let's do this." Larry said.

The two began to circle each other, but before a fight could happen, the Shroob sister themselves arrived and scoffed.

"Ugh...a minion of the Koopa king, how repulsive!" Princess Shroob groaned.

"Such inferior nonsense." Elder rolled her eyes.

Larry looked up at them, he was immediately struck in awe at seeing them, he felt his heart pound. Ignoring the angry Shroob, he walked closer to the princesses.

"Hello ladies, might I ask what you're doing here on such a fine day?" Larry asked bouncing his eyebrows.

The sisters seemed unfazed by his mannerisms.

"We're waiting for Thomas." Elder simply said.

"Who's Thomas?" Larry asked.

"Him, he promised us a private ride." Princess Shroob said.

Thomas pulled in whistling, completely oblivious to Larry who grunted in jealousy.

"I could give you both a ride in the Clown Car, if I knew where it was." Larry rubbed his head.

The sisters chuckled to each other before stepping into Annie, the Shroob quickly got in followed by Larry. To his shock, he saw many shroobs sitting in all the chairs chatting in their own language. He immediately felt out of place but he couldn't get off as Thomas had already started moving. The Shroob sisters sat in the back talking and ignoring Larry who tried many times to find a good seat, only to be pushed away by many shroobs. Thomas, Clarabel and especially Annie were getting annoyed by the complaining.

"They sure are causing a ruckus." Clarabel said.

"I know, but I can't do anything about it." Annie said.

"Bother." Thomas grumbled.

Even the sisters were getting irritated, Larry came up to them complaining.

"Tell your minions to give me some room! I DESERVE MY OWN SEAT!" Larry shouted.

The two looked at each other before Princess Shroob stood up.

"SHROOBS, EXILE THIS ANNOYANCE!"

Larry found himself tackled down then tossed out one of Annie's doors and he landed in a bush. Thomas sped up to get away and rounded a bend while the shroobs laughed. Larry popped out of the bush with a bump on his head.

"DAMN IT! NO FAIR! Fine, I'll just walk! Where is that damn clown car?"

After a bit of walking, he ended up at a water tower, desperate for water he grabbed the spout and demanded the operator turn it on, regret sinks in when he splashed to the ground from the water shooting out, the operator had to hold in his laughter. Larry growled and kicked the spout away before storming off. Walking a bit more not knowing at all where he was going to end up, he happened to find the Steamworks were he could hear whispering coming from the back of it. Inside, Vector and Kevin were chatting with each other, but they were not the ones whispering. Larry snuck through the Steamworks avoiding the two before making it to some back doors where the whispering had turned to louder arguing.

"I told you that's the best I was able to find. I can't get the actual people!"

"UGH! Well I guesssssss we can sssstill work with thisssss."

"So what's next boss?"

"We sssscope out the island, find all thossse other pesssts that plumber hasss to deal with. THEN WE SSSSTRIKE THAT KOOPA KING!"

"I thought you worked for him?"

"Pfft, that'ssss what I WANTED him to think. We'll get rid of him later, I hear sssome of that plumber'ssss friendsss are here asss well. Time to take out the trasssh for good."

"I'll go stuff them!"

"NO! I want them for myssself, you go locate the other villainsss, do not worry, your pay will be increasssed."

"Cool."

"It'sss a good thing Kamek gave me thisss letter, I can easily rule this island quicker than the otherssss tried. Too bad Kamek will lose the king...I'LL BE HISSSS NEW KING!"

Larry gasped, this was not good. He needed to find the others to get them off this island as quickly as possible. He was about to escape to the front but Emily was coming closer to his view after she needed to get her coupling rods tightened.

"Shit, I better time this right."

Larry couldn't tell who the two plotting were, but he didn't care now. He managed to slip out the doors and behind the bush the two were talking by...he was in the clear, or so he thought. The one with the plan eyed him, then his worker who nodded.

"Capture..."

Larry heard that and bolted for his life down the line, unfortunately whoever was chasing him about almost as fast as a certain blue hedgehog and Larry found himself bagged. He struggled to get out but it was no use. Another minute passed before he's thrown out of the bag to face the two plotters. He recognized his kidnappers.

"Nabbit?"

Nabbit stood behind him with his bag while the other person walked in front of him.

"Ugh...you koopalingsss are here too? How annoying!"

Larry went wide-eyed at who he saw...the name came out as a whisper.

"Basilix?"

 _ **To be continued...**_


	10. Evil Dealings

**_For those that don't know, Basilisx is from the fan-made online series "Super Mario Bros Z" created by Mark Haynes, AKA Alvin-Earthworm and he created Basilisx so all credit goes to him for the character._**

* * *

Chapter 10: Evil Dealings

Larry could not believe Basilisx was still around, and teamed up with Nabbit too. The evil koopa commander grabbed Larry and hauled him up, Larry was determined not to be afraid and took on an annoyed expression.

"Hmph, what do you want now Basilisx, I guess you're not helping Bowser out again?" Larry wiped dirt off his arm.

"NO! He can go to hell for all I care. And I'm not telling you anything!" Basilisx growled.

"Grouchy much huh?" Larry teased.

"SHUT UP!"

Nabbit whacked him on the back of the head causing the koopaling to turn to him.

"I'M GONNA KICK YOUR ASS!" Larry shouted.

"ENOUGH! Look, I don't need you annoying koopalingssss to get in my way. SSSStay out of my businesss and I won't have to kill you all assss well." Basilsx threatened.

Larry remembered hearing about how each villain had been thwarted by Yoshi, Birdo, Boom Boom, Pom Pom and especially the engines themselves...specifically Thomas. A smirk grew on his face angering Basilisx.

"The hell'sss ssso funny punk?" Nabbit said.

"You honestly think you'll beat them? I hear that engine Thomas defeated them all himself...guy's a natural at this point." Larry scoffed.

"Sssso I've heard...but I'll sssscrap that troublessssome pesssst myssself, you WILL tell me which one he isss, NOW!" Basilisx stepped closer.

Larry frowned and turned away.

"Like I'm telling some creep like you, even if I can care less about the guy, I'm not telling."

Immediately, Larry felt a hot-white pain on his left cheek as Basilisx sucker-punches him to the ground. Then the armored koopa pounced on him, extended out his long sharp claws and place them on Larry's neck.

"YOU WILL TELL ME RIGHT NOW! OR I WILL TURN YOU INTO SSSSTONE, THEN SSSSMASH YOU INTO TINY PIECESSSS! THAT'SSSS A PROMISSSE!"

Now Larry lost his angry demeanor and was now terrified for his life, he knew he couldn't fight him, he was stronger than any one of them. He gritted his teeth and looked straight into Basilisx red glowing eyes.

"He's blue, little and wears the number 1 on his sides...you can't miss him." Larry growled.

"He's not lying boss, I've seen him many times." Nabbit said.

Basilisx seemed satisfied and got off Larry who angrily stood back up before bring grabbed by his neck by the armored koopa.

"I'm only letting you go becaussse I know you and the other koopalingssss are too weak to sssstop me." He growled.

Larry rolled his eyes and walked away, one thing was for sure, Basilisx was right. But he couldn't just stand around doing nothing, they had to at least try. He went to round up the others as quick as possible...but how? Just then he saw the Bullet Bill from earlier heading towards him.

"AHA! HEY I NEED HELP!" Larry shouted.

As the Bullet Bill lowered for him, Larry jumped on and they went racing into the distance. Meanwhile, Percy was pulling a small goods train down a line when he spotted the Clown Car further ahead seemingly in a hurry. Curious, Percy pulled up next up to him.

"Oh hello, what are you?" Percy asked.

"Oh hi, I'm Clown Car, a transporter for the koopalings or any of Bowser's minions." It said.

Percy had no idea who Bowser was, but after everything that's happened, he took it that Bowser wasn't a good person. He had actually seen some of the koopalings earlier causing trouble.

"What are you doing here?"

"Just exploring, I was trying to get away from them for awhile, no doubt Bowser will be mad when he finds out. Do you know of a good hiding place?"

"Sorry but no, I mean the island is big. You could probably hide anywhere honestly. I'm actually headed to the docks, maybe you can come along." Percy offered.

"I'd like that."

Meanwhile far back at Bowser's castle, Bowser Jr. was still grumbling about not being able to go with the others. He wandered around the castle rubbing his butt after being beaten by Kammy.

"Stupid Kammy, who does she think she is? And that Kamek, how dare he not let me go to the island, but the others get to? NO FAIR! NO FAIR AT ALL! WAIT UNTIL DAD HEARS ABOUT THIS!"

Rounding a corner he saw Kamella leaning against a wall with her arms crossed. A smirk stretched across her face and she straightened her glasses.

"Still mad that you can't go huh?" She asked.

Bowser Jr. turned to her and pouted.

"What do you want Ms. No Help!" Bowser Jr. said.

"That's no way to talk to me mister."

"Oh what are you gonna-"

Kamella straightened up and squinted her eyes and Bowser Jr. recoiled, something about her made his heart skip a beat.

"Sorry, but yeah Kamek and Kammy won't let me go! I want to see this island for myself!" Bowser Jr. stomped a foot.

Kamella scratched under her chin, Bowser was very occupied so maybe a little trip wouldn't hurt. Her brief frown went back into a smile.

"Say, why don't I take you instead?" She offered.

Bowser Jr. gasped in excitement.

"You'd take me?"

"Sure, we'll be fine. That leaves Kamek and Kammy to deal with your father."

"YAY!"

And so off they went. Back on the island, Larry had managed to regroup with Lemmy, Iggy, Morton and Roy and they were on their way to beach still using the Bullet Bill. On the beach, the three duos have finished buildings their own massive castles and were bragging from the roofs of them.

"WE HAVE A FLAG, THAT MAKE OURS BETTER!" Ludwig shouted.

"WELL OUR IS MUCH TALLER SO SUCK IT!" Boom Boom yelled.

"Both of your are pathetic, ours is much more durable, safe and HAS THE MOST WINDOWS!" Yoshi shouted.

The boys began to argue while the girls slapped the boys' heads on the back in unison.

"Oh knock it off, doesn't matter whose is better, we should be glad we got this far at all." Pom Pom said.

"Yeah, only with someone as beautiful and as creative as us girls could do such a thing." Wendy scoffed.

"Grow up already boys." Birdo grumbled.

The arguing boys turned to start arguing with the girls when suddenly the Bullet Bill with the koopalings came crashing into all three of their castles destroying them and making a massive pile of sand which buried them all under.

"Oh hey guys there you are!" Larry said somewhere under the sand.

He popped his head out of the top of the pile and so did some of the others like Wendy, Ludwig and Yoshi.

"Well there goes that plan." Yoshi sighed.

"LARRY WHAT THE FUCK!" Wendy growled.

"Wait you don't understand!"

"UNDERSTAND THIS!"

Wendy slams a fist on his head before pulling him down with her into the sand pile where Yoshi listens to Larry, Iggy, Lemmy, Morton and Roy get pummeled by everyone else, Yoshi stays out of it and goes to rest in his beach chair.

"You know...this vacation is not that bad." Yoshi chuckled.

Suddenly Bowser Jr. and Kamella warp in front of him, before they could address Yoshi's presence, they spotted the chaos nearby. Unfazed, Yoshi took a sip from his drink before speaking up.

"It's a long story." Yoshi said.

The two look at each other before shrugging and joining Yoshi in some relaxing. That night, Yoshi, Birdo, Boom Boom and Pom Pom returned to Topham Hall to get some rest while Larry gathered the Koopalings back over at the Steamworks to discuss his findings. Though at first they didn't believe about Basilisx being around, Nabbit maybe...but Basilisx?

"No way Larry, you were seeing things." Ludwig scoffed.

"No it's true! He even punched me right here!" Larry showed off the bruise on his cheek.

"Someone like Basilisx wouldn't waste his time with this place." Roy said.

"Hmph, I'd easily claim this island quicker than him." Wendy said.

"How?" Morton asked.

"DON'T RUSH IT!" She snapped.

"Larry come on, what other proof do you have?" Iggy asked.

"D'OH! FINE DON'T BELIEVE ME THEN! SEE IF I CARE! But when you start to see people disappear and those other villains laying on the ground dead, DON'T COME CRYING TO ME!" Larry shouted.

He was about to walk off when Lemmy stopped him.

"I believe you." Lemmy said innocently.

"Sure you do." Larry rolled his eyes.

"I DO! No one should joke about him, he's dangerous." Lemmy said.

"Yeah well so are we!" Roy argued.

"We ain't afraid of him!" Morton raised a fist.

"Why do I even try?" Larry face-palmed.

"So what's he all about?" Came a voice.

The koopalings turn to see Thomas enter alone, a serious expression present on his face. Larry was the first to recognize him.

"Thomas? What are you doing here?" Larry asked.

"I want to know more about this Basilisx, maybe I can help." Thomas said.

"You? Pah! You're stuck on rails, we can travel anywhere." Ludwig said.

"But you don't know your way around this island." Thomas argued.

This shut Ludwing up...he had a point.

"How could someone like you take on all those villains and still be in one piece?" Wendy asked.

"There's more than me than what you see...and some secrets must be kept hidden...especially from evil creatures like you." Thomas sneered.

"Clever little metal thing aren't ya?" Iggy giggled.

"I'd suggest gathering all the other villains for this if he's this dangerous." Thomas said.

"Maybe so, Basilisx has killed many people in the past, many powerful people, it's bad enough he can turn anyone into stone just by staring at them a certain way, he can easily do that to the others if he wanted to. We'd have to give it all we got to stop him, we can't lose Bowser...AND FOR FUCK SAKE I'M NOT LEAVING THIS ISLAND WITHOUT A PROPER VACATION!" Ludwig shouted.

"YEAH!" The others shouted.

"Okay Thomas, get busy with your part, we'll get Bowser Jr. and Kamella to get in on this as well, maybe we'll find that clown car." Ludwig said.

Thomas whistled before leaving the Steamworks to find the villains, but where could they be...and was Basilisx watching him the whole time? Unfortunately he was, being very fast, Basilisx managed to catch up with Thomas and follow behind him.

"Found him."

Thomas continued on down the main line hoping to find someone, maybe the Shroob sisters were at their ship by Gordon's Hill, only one way to find out. Thomas picked up speed forcing Bastilix to speed up as well. The ex-commander unsheathed his claws and was prepared to swipe Thomas' side when Thomas slipped down another line making the armored koopa slip and fall on the ground.

"DAMN IT!" He growled.

Thomas found his way over to Gordon's Hill where he saw quite a scene, all the villains were present there arguing with each other. Cackletta and Antasma were back to chewing each other out while Fawful kept them separated, the Shroob sisters were also arguing with each other for some reason and King Boo and King Bomb-omb were threatening each other. Bob-ombs and Shroob minions yelled at each other. There was Bowser Jr. and Kamella trying to defuse the situation to no avail. Thomas arrived and whistled loudly putting all attention on him.

"What do _you_ want?" Cackletta growled.

"What's going on?" Thomas asked.

"SCREEP! Ve got vord of some dangerous creep named Basilasx trying to destroy us, I know ONE OF US attracted him here!" Antasma glared at Cackletta.

"IT'S YOUR FAULT WITH ALL YOUR SCREECHING AND FLYING AROUND!" Cackletta yelled.

"Some of the shroobs told us someone took one of our minions! Too bad my sister can't keep track of them!" Princess Shroob scoffed.

"YOU WERE IN CHARGE OF KEEPING THEM AROUND! THIS IS WHY I'M THE TRUE LEADER!" Elder shroob roared.

"THIS GHOST TOOK ONE OF MY MINIONS!" King Bomb-omb shouted.

"NO HE TOOK ONE OF _MY_ MIONIONS!" King Boo argued.

Kamella and Bowser Jr. came closer to Thomas.

"YOU! You're the one who defeated these wimps! AWESOME! Hey, think you can help us stop Basilisx?" Bowser Jr. asked.

"That's why I'm here." Thomas smiled.

"Oh...you're rather brave for a little engine." Kamella said.

"Hey, little engines can do big things, I've already proven that." Thomas said.

Antasma hissed and pointed at Bowser Jr.

"YOU! TELL YOUR FATHER I'M GONNA BEAT THE LIVING DAYLIGHTS OUT OF HIM NEXT TIME I SEE HIM! THAT PIECE OF SHIT VILL PAY FOR BETRAYING ME!"

"Hey! I had to possess his disgusting body!" Cackletta shuttered.

"He thinks he's so cool" Princess Shroob said.

"He doesn't deserve any crown he may have." Elder said.

"No mustache equals horrible ruler!" King Bomb-omb said.

"Sure I've worked with the guy...BUT HE'S STILL A JERK!" King Boo shouted.

"DOWN WITH BOWSER!" They all shouted.

Immediately they all realized they just agreed on the same subject, of course this enraged Bowser Jr.

"NONE OF YOU ARE HURTING MY DAD! I'LL SEND YOU ALL TO HELL" Bowser Jr. shouted.

Kamella had to hold him back while the villains laughed at him. Thomas whistled silencing them again.

"Okay...I have an idea to stop Basilisx, but this means working together." Thomas said.

Meanwhile at Topham Hall, the four had decided to get some sleep while Sir Topham Hatt and Lady Hatt were making some rounds around the island to make sure everything was working properly. Boom Boom and Pom Pom had fallen asleep on the couch but Yoshi and Birdo were in their bed. Unknown to them, 2 mysterious figures had snuck into the house through an open window. They headed up the stairs which barely made a creak, then stopped when the hallway split into two paths, one ordered the other to take the right path, the other nodded and sprinted down.

At the same time, Birdo had woken up feeling very thirsty, Yoshi had an arm over her so she gently lifted it off her and snuck out of bed. Yawning she opened the door and walked out into the hallway. The intruder on that side quickly slipped into another room with the door open. Birdo walked by noticing nothing and continued on down the hallway. Before reaching the stairs, she's suddenly grabbed from behind and a black gloved hand clamped over her mouth.

"Going ssssomewhere missssssy?"

Birdo recognized the voice and thrashed violently before managing to knock the person back, she turned to face none other than Basilisx himself.

"Basilisx. I've heard all about you! You once tried to kill Yoshi!" Birdo accused.

"Yeah...and that might jussst be what I'm doing thissss time." Basilisx growled.

"Not if I have anything to say about it." Birdo cracked her knuckles.

Basilisx moved closer to her, fists clenched.

"Look, I may have killed and tortured many people over the yearsss, but innocent women and children are onesss I do not hurt...even _I_ wouldn't ssssink ssso low. However, if you're gonna sssstand in my way, I will ressssort to beating you down. And I won't need to ussse my clawsss or turn you into sssstone to do it." Basilisx threatened.

This didn't faze Birdo, she was more annoyed than afraid.

"You know what Basilisx, you had this coming for a long time. Whatever you have planned, you'll have to get past me to do it!" Birdo challenged.

The began to circle each other, Basilisx looked rather uncomfortable with fighting a girl, but she was the one challenging him. On the other side, he had some time to waste, and he wasn't a chicken. They stopped circling each other and now Birdo was blocking the way to Yoshi.

"Alright girl...let'sss do thisss."

The two charged at each other, fists ready to launch. The first set of punches knocked them both back, Birdo had used her ringed fist which made a loud clang on Basilisx's armored mouth. Basilisx threw another punch that sunk into Birdo's snout and stuck there.

"GOT YOU!"

Birdo held onto her snout then swung Basilisx around and around before shooting him out and he slammed onto the ground further back towards the stairs. Basilisx quickly landed on his feet and sprinted back at her, Birdo was ready. The two began to trade blow after blow, the fight awoke Yoshi who could hear pained grunts coming from Birdo and Basilisx.

"BIRDO? WHAT'S HAPPENING? ARE YOU OKAY?" Yoshi screamed.

But Birdo didn't answer back, she was too busy fighting. Yoshi slammed open the door just as Birdo was punched into him. Yoshi caught her and looked up at the attacker.

"BASILISX? What are you doing here?" Yoshi demanded an answer.

"I wasss planning on explaining but your girl here decided to put her sssnout where it doesssn't belong." Basilisx pointed out.

"UGH!" Birdo growled.

All the noise had also awoken Boom Boom and Pom Pom who raced up the stairs in investigate, only to hear someone scrambling around on the right path.

"Who's there?" Boom Boom yelled.

CRASH!

"Ugh can't get a break." Pom Pom groaned.

The two race down the hall and spot Nabbit attempting to break into a room with a locked door, at the same time he still held onto his bag.

"NABBIT!" Boom Boom shouted.

Nabbit turned to them and his ears dropped.

"Uh-oh." Nabbit gulped.

Pom Pom went to grab her boomerang, only to realize it was gone.

"MY BOOMERANG IS MISSING AGAIN! Well at least I have my-NO MY SHRIUKEN IS MISSING TOO!" Pom Pom gasped.

Nabbit nervously chuckled before his bag started to shake violently, Nabbit lost his grip on it and out came three shy guys holding Pom Pom's boomerang and shriuken, Nabbit had kidnapped them after they had earlier spotted him and Basilisx plotting. Nabbit had also stolen Pom Pom's weapon's during the break-in.

"Shy guys?" Boom Boom was confused.

The three shy guys angrily glared at Nabbit before dropping Pom Pom's stuff and jumping out a window to escape.

"MY STUFF!" Pom Pom grabbed them.

Then two turn back to Nabbit who's still trying to get the door open.

"Not so fast Nabbit." Boom Boom said.

Pom Pom growled as Nabbit tried to open the door on opposite side, also locked. Seeing he was surrounded, he quickly hid inside his own bag, of course that did nothing as Boom and Pom pounced on Nabbit and pummeled him. Meanwhile, Yoshi and Birdo stared down Basilisx.

"Come on Yosssshi, I'm not the bad guy here." Basilisx smirked.

"What? You're like the evilest person I know." Yoshi said.

"Maybe...but you sssshould be thanking me. My plan issss to rid you all of thossse incompetent fools, then I can get rid of Bowsssser and rule that kingdom myssself!" Basilisx explained.

"How could you defeat them all?" Birdo asked.

"I'm having a ssssuper weapon built that will obliterate them all in one blassst. That'ssss why I hired Nabbit to sssteal itemsss belonging to them...though sssome could have been better. REGUARDLESSSS, I'LL GET RID OF THEM, AND BEFORE I MOVE ONTO BOWSSSER, I'LL DESSSTROY THISSS ISLAND! That Thomasss is the true one in my way...I almossst had him earlier, but he got away...not next time."

Yoshi pushed Birdo behind him and walked up to Basilisx who stood his ground.

"We may not really like anyone who harms Mario or Luigi, but even THEY don't exactly deserve to die yet." Yoshi said.

"Ssso you're sssaying you rather have them keep harming your friendsss? It'll all be over once my weapon is complete...Mario can have a break from sssaving that pathetic princess of hisss."

This made Yoshi think, sure they were evil, and they got on his nerves a lot during this vacation...but...it seemed like people here enjoyed their company now, in fact the villains looked happy, no more intentions of destroying the island. On the other hand, Basilisx was going to harm the island and destroy Thomas.

"Even if you do wipe out all the other villains, harming anyone else on this island is completely unnecessary, Thomas was only protecting his home you know, at this point we've had enough of this shit." Yoshi said.

Basilisx rolled his eyes...then another smirk came to him.

"Fine...maybe I can work ssssomething out with this place...however, I would only do that...if you agree to join me!"

"What?"

"That'sss right...join me Yossshi. Together we can take down thosssse inferior pessstsss once and for all."

He held out a gloved hand and sweat poured down Yoshi's forehead. Birdo wondered why this was even a decision, she moved forwards.

"And if he declines?"

Basilisx let out a dark chuckle before raising his other fist.

"Ssssimple...you DIE WHERE YOU'RE SSSTANDING!"

His claws extended out making the two jump.

"The choice is yourssss."

 _ **To be continued...**_


	11. Vacation Desperation

Chapter 11: Vacation Desperation

Birdo watched in panic as Yoshi began to slowly raise his hand and extend it towards Basilisx's. The ex-commanders' grin growing and Yoshi's doubtful eyes was a sign Birdo knew all too well. Yoshi thought this was his chance to save the Mushroom Kingdom, maybe he could be the one who saved it from evil forever...or at least until the next threat...but then again...Basilisx could easily betray them in a snap...maybe things should stay the way are...even if it wasn't all good. As his fingers almost rubbed against his enemies black gloves, the choice is made for him when Boom Boom and Pom Pom race over carrying a beaten up Nabbit.

"Yo we found ol' Nabbit trying to steal some valuables." Boom Boom said.

"Yeah, thought he could get away. Hey what's going on here...BASILISX!" Pom Pom gasped.

Basilisx turned to them and was enraged by Nabbit's capture, plus he was never fond of the two bigger siblings.

"Hmph...you're pathetic Nabbit. Maybe you WON'T get your money." Basilisx scoffed.

"NO FAIR!" Nabbit whined.

"Hey Basilisx!"

He turned to get a hard kick to the face by Yoshi before the dino grabbed him with his tongue, swallowed him then he popped him out inside an egg. Birdo kicked it towards Boom Boom who punched it towards Pom Pom who broke the egg with a swing of her boomerang. Basilisx sat there disgusted by what just happened.

"UGH! YOU DISSSGUSTING SSSSHIT! Ssso you won't take my offer then huh?" Basilisx stated at Yoshi.

"Sorry Basilisx, while I'd like to rid the world of those villains...I know there are other ways." Yoshi said determined.

"Hmph...I knew you'd disssagree. Very well...TIME FOR YOU TO DIE!"

Yoshi got in a fighting stance and Basilisx brought out his claws...no more fooling around. Pom Pom pulled out her shriuken and tossed it to Yoshi.

"YOSHI TAKE THIS!"

Yoshi grabbed the Shriuken just in time as he clashed it against Basilisx's claws. The two clashed all over the hallway while the others tried to find different times to surprise attack him. At one point the two were deadlocked and staring down each other, Yoshi was worried he was going to get turned to stone, to avoid that, Birdo took action by striking Basilisx in the neck with her ringed fist. Distracted, Yoshi beats Basilisx back with the shriuken before spin-kicking him away.

"AUGH! LUCKY SSSHOTSSS!"

Basilisx jumped at Yoshi and kicked him in the chest before retracting one set of his claws and uppercutting Yoshi away. Birdo tried to hit him again but the ex-commander turned around and back-handed her into a wall. Boom Boom moved in and punched Basilisx three times before rushing him into the wall cracking it.

"Welp we're getting thrown out." Yoshi muttered.

Pom Pom charged Basilisx with her boomerang but he dodged it and punched her in the face before snagging the boomerang, turning around, and throwing it at Yoshi knocking him down. Basilisx could easily beat them all at once...and he was ready to finish it. The four recovered and advanced on him, but he retracted his claws.

"COME ON THEN! ALL 4 OF YOU! BRING IT ON!"

The four lunged at once, it was a mistake. Basilisx lunged back with his eyes glowing brightly. In just one second he slipped into his shell which crashed into Yoshi and Birdo before turning around and smashing Boom Boom into Pom Pom, the four fall to the ground. Basilisx lands on the ground behind them, jumps up, unsheathes his claws, then soars down at them.

"GOODBYE PESSSSTSS!"

But before a blow could be struck, something came crashing through a window nearby and a red boxing glove smashes into Basilisx's face knocking him down the stairs and towards the front door. Yoshi looked up to see Bowser Jr. and Kamella in the clown car.

"Hello everyone, looks like we showed up just in time." Kamella said.

"NOW LET'S MOVE ON WITH THE PLAN!" Bowser Jr. cheered.

"What plan?" Birdo asked.

"Get in, we'll explain on the way." Kamella said.

The four jumped into the clown car along with Nabbit and they raced down to the main floor. Basilisx was just getting up when he's flattened by the clown car that raced outside. Thomas was nearby and whistled.

"Hurry, the faster we get to the magic buffers, the better!" Thomas said.

The clown car nods before extended out its boxing gloved arms and grabbed Thomas' back buffers. Basilisx swiped the front doors into pieces before landing outside and spotted Thomas.

"YOU!"

"GO NOW!" Bowser Jr. yelled.

Thomas sped off down the line just as Basilisx began to chase after them, he jumped on the rails and grinded down the line behind them, claws at the ready.

"YOU END HERE THOMASSSS! I DON'T KNOW WHAT POWER YOU HOLD! BUT I'LL FIND IT AND USSSSE IT TO RULE THE WORLD!" Basilisx snarled.

"Not likely!" Thomas said.

Nabbit found himself bound and gagged unable to do anything, but he was now angry at Basilisx for not getting his pay. As Basilisx closed in on the clown car, Kamella held up her scepter and summoned a large amount of koopa shells that throttled Basilisx to the ground and Thomas got further away. Basilisx knocked out all the shells away and charged towards the clown car.

"I'M GONNA SSSSTOP YOU ALL!"

Thomas rounded a bend and went down a hill, Basilisx jumped onto another rail besides Thomas' and caught up to the side of him. He lunged at the engine but he felt a sudden shock from the gold dust energy that propelled him back.

"Ugh...it'sss ssstronger than I thought...I need to break through it."

He ducked into his shell and shot at Thomas again, but before he could make contact, a bob-omb came from the opposite direction and smashed him back to the ground. King Bomb-omb came jumping from a hill and threw another one hitting Basilisx further past Thomas and towards King Boo who spat fire from his mouth scorching the ex-commander.

"UGH...ssso it'sss a team up now huh?" Bastilisx figured.

Before he could attack the two, King Boo warped King Bomb-omb and himself away just in time. Yoshi jumped out of the clown car and made a funny face at Basilisx.

"Oh Basilisx, come get me ya slowpoke!" Yoshi called.

"WHY YOU LITTLE-"

Basilisx continued to chase them and almost swiped Yoshi who jumped back into the clown car...and got a slap from Birdo causing everyone to laugh. They were about to pass under a bridge where Morton and Roy were holding massive rocks.

"Ready, here they come!" Roy said.

"LET'S SMASH HIM!" Morton yelled.

Thomas and the clown car raced under the bridge and the two koopalings threw down the rocks, successfully dropping them on Basilisx who was buried under it all.

"YES!"

"NICE!"

The two take massive leaps and land in the clown car. A large ray of white illuminated under the rocks before Basilisx broke free from the rubble and continued on. He caught up as Thomas raced by a station where James was waiting with Fawful and Cackletta.

"Alright, it's our time." James said.

"Ready my liege?" Fawful asked.

"Oh yeah."

Basilisx watched as James pulled up next to Thomas.

"We're here Thomas!" James said.

"You know what to do." Thomas said.

Fawful had been working on more experiments and find something more suitable for the situation. He pointed a remote control at Basilisx before pressing the red button, Basilisx is immediately absorbed in a green orb and Cackletta summons countless amounts of electricity inside the orb and Basilisx screams in pain as he electrocuted, giving Thomas and the group enough time to escape, James went down a different line with a cheering Fawful and Cackletta. Suddenly the orb explodes sending Basilisx flying towards Thomas and landing on his roof.

"AHA! YOU FOOLSSS THOUGHT YOU COULD GET RID OF ME!" Basilisx chuckled.

Basilisx was trying to hide his pain but the others saw right through him. Thomas could see Henry's tunnel up ahead and knew who was next to assist. Iggy, Lemmy and Larry were hiding in the tunnel along with someone else.

"Here he comes!" Larry smirked.

As they all entered the tunnel, Basilisx found himself being tackled by Lemmy, Iggy and Larry who try to hold him down. Thomas' vision is blocked when someone slaps into his face. Exiting, Thomas was annoyed to see Antasma's shit-eating grin right in his, the bat king's gloved claws gripping Thomas' cheeks.

"Hello Thomas!" Antasma said cheerfully.

"Antasma." Thomas flatly greeted.

Antasma floated up and summoned a large energy orb while the three koopalings hold Basilisx down, the ex-commander giving them a hard time by constantly punching them. Antasma hissed before throwing the orb at Basilisx, exploding in his face and knocking him off Thomas. The three koopalings ended up in the clown car while Antasma decided to stick around and cling to Thomas' funnel.

"Now that vas fun!" Antasma cheered.

Basilisx however landed on his feet, but couldn't recover fast enough, he gritted his teeth.

"THAT'SSSS IT!"

The chase went through several stations, the latest being Knapord Station. Eventually they came towards the classic windmill where the Shroob Sisters were stationed. Seeing the group coming, the sisters smirked to each other.

"Ready sis?"

"Ready."

The two took off into the sky and followed them from behind, together they summoned their own balls of energy before fusing them into one massive ball bigger than Thomas himself. Immediately they soar down towards Basilisx.

"Oh Bassy, I'm afraid this chase ends here." Birdo winked.

"Why'ssss that?" Basilisx asked.

Just then sisters come crashing down slamming the orb onto Basilisx's head causing a massive explosion that broke the track and nearly knocked Thomas and the clown car off the rails. Basilisx roars in anger as he's propelled towards the windmill, hits one of the blades then soars all the way across the island. No one could see where he was until the island is rocked by another explosion. Once near the Steamworks, Thomas stopped and everyone got out of the clown car, Nabbit was yanked out by Kamella.

"That was amazing!" Thomas said.

"I can't believe that actually worked!" Bowser Jr. said.

"Oh come on dear, was there really any doubt?" Kamella scoffed.

"Wait, where's Ludwig and Wendy?" Larry asked.

"Oh...I think I know." Roy smirked.

With Basilisx, the ex-commander had landed right in front of Tidmouth Sheds, unfortunately for the engines he had destroyed the turntable and it's place was a massive crater and pieces of the turntable scattered around. He groaned as he opened his eyes, two figures stood in front of him.

"Ah he's awake!"

"About time, ugh I hate waiting for people!"

Basilisx looked up to see Ludwig and Wendy staring at him with their arms crossed, Wendy moved her hands to her hips.

"Thought you could win huh?" Wendy asked.

"Ugh...I will...I'M NOT THROUGH!" Basilisx growled.

He stood up, staggered a bit, and walked towards them. He went to extend his claws...but there was a problem...nothing happened.

"What?"

He kept clenching and unclenching his fists, still nothing.

"What the hell?"

Ludwig laughed.

"Oh yeah...about your claws, we cut them off!" Ludwig said.

This changed everything...Basilisx's expression went from anger...to complete horror. How long was he out? Wendy then threw the claws down on the ground in front of him. He was speechless, sure he was skilled in hand-to-hand combat without the claws...but still, it was like they cut out part of his dark soul.

"No...you didn't..."

"Sorry punk but we did, you've been out for like an hour. So we had time." Wendy smirked.

"You...monsterssss you...FUCKING-"

Basilisx went to punch Ludwig who grabbed the fist, pulled him in and punch the armored koopa back. Then he tried charging Wendy who ducked under a punch then punched him in the neck. Going to one knee, he heard Thomas arriving with the other koopalings in the clown car, everyone else had went back to the beach. The Koopalings got out and laughed at Basilisx who was trying not to cry. He turned to see Thomas there, his sadness reverting back to anger.

"YOU! YOU ANNOYING BLUE METAL SSSSCRAP HEAP! HOW COULD SSSSOMEONE LIKE YOU DEFEAT ME? GAIN ALL THESSSE POWERSSSS? THESSSE ALLIESSS? UGH! YOU'RE GONNA PAY FOR THISSS! I WILL SSSSCRAP YOU **IF IT'SSSS THE LASSST THING I DO**!"

He charged Thomas and lunged at his face. Basilisx swung a punch but the invisible gold dust shield prevented him from hitting Thomas and instead he breaks his hand and falls to the ground.

"NO! MY HAND!" He cried.

"Hmph, that's not the only thing that's gonna get hurt." Ludwig growled.

Basilisx turned to the koopalings who all had evil grins on their faces, he gulped.

"Sssstay away! Sssstay back!"

Thomas decided to go check on the others as the koopalings advanced on Basilisx.

"Don't worry Bassy...it's gonna be all over soon." Lugwing purred.

Basilisx screamed as the koopalings pounce and savagely pummeled him. The next morning over at Bowser's castle...Bowser wandered the halls looking for his son, it was strangely quiet in the castle.

"Hello? Anyone? SON?" Bowser shouted.

He received no answer, so he went to find Kamek in his room. Upon reaching it, he could hear arguing from inside...it sounded like Kamek and Kammy. Bowser rolled his eyes, it was like the 30th time this week. He was hoping the two would just come to blows already. He got his wish when the door slammed open hitting Bowser in the nose as the two came brawling outside in a cartoon dustcloud. Bowser just stood there letting them fight for awhile.

"My bet's on no one, they'll both knock each other out." Bowser said to himself.

Another minute later he got really bored and yelled.

"KAMELLA IS BETTER!"

This halted the two as the cloud vanished and the two stood there staring angrily at Bowser.

"LIKE HELL SHE IS!" The said in unison.

"Alright look, where is everyone, I was planning an invasion today but no one here can help." Bowser said.

Kamek beamed in surprise, he knew now was the time to reveal his plan.

"Master Bowser, I had some really exciting news regarding Bowser Jr., Boom Boom, Pom Pom and the koopalings." Kamek said.

"WELL SPIT IT OUT KAMEK! I NEED TO KNOW NOW!"

"Okay listen, have you heard of the Island of Sodor?"

"Island of Sodor? Why yes, but that island is so small and pathetic not even worth my time." Bowser crossed his arms.

"Ah, but that's where I made a surprise for you!" Kamek nearly hopped with excitement.

"Hmph, I'm not so easily surprised anymore. Just tell me already!" Bowser stomped a foot.

"Sounds like someone can't handle surprises." Kammy muttered.

"WHAT DID YOU SAY!" Bowser roared.

"Master Bowser please allow me to show you to it instead." Kamek begged.

"Ugh, fine! I guess I can postpone the invasion." Bowser sighed.

And so Kamek teleported Bowser, Kammy and himself to the Island, specifically in front of Tidmouth Sheds where only some of the engines were there like Thomas, Percy, James and Edward. The turntable had been fixed rather quickly somehow. Bowser looked at them all before getting impatient and turning back to Kamek.

"WELL? WHERE'S THE SURPRISE?"

Kamek straightened his glasses before Kammy interrupted him.

"Hah, I bet he couldn't come up with a good one." Kammy scoffed.

"QUIET! Anyways master Bowser, you see I hired Commander Basilisx to bring together many of Mario's greatest enemies and put them here where he could kill them all, then, only you would be one to finish off those annoying plumbers and finally get Peach once and for all. A fine plan if I do say so myself." Kamek smirked.

Bowser tapped his chin in thought, it did sound like a pretty good idea, no more getting possessed or sharing the power sounded great. He gave Kamek a large grin and evilly laughed.

"How very clever of you Kamek, why didn't you think of this sooner? Now all we need do is-HOLD ON WHERE IS MY SON, KOOPALINGS AND MY MINIONS?" Bowser growled.

Kamek felt sweat go down his forehead as he didn't have it in him to tell him the truth, Kammy came closer.

"Yeah Kamek, what happened?" Kammy smirked.

"I uh...they...they wanted a break from here so they stole a Bullet Bill and the Clown Car and came here...I couldn't stop them...they wanted a vacation!" Kamek lied.

Bowser seemed to believe him as he looked towards a random direction.

"Hmm, well we need to find them so we can go back home! But first I want to see if those other villains really are dead!" Bowser said.

"Of course master, I assure you they are!" Kamek nodded.

"Sure they are." Kammy shook her head.

"We can easily find out by THEM!" Bowser pointed to the engines.

Thomas was just waking up when he noticed Bowser, Kamek and Kammy. Thomas had heard all about Bowser and assumed the big one was him. Bowser stormed over to Thomas who looked unimpressed and stared him down. The two were exactly the same size so Bowser couldn't look more threatening if he tried.

"YOU! BLUE ONE! I AM BOWSER, SOON-TO-BE-RULER OF THE MUSHROOM KINGDOM! I'M ONLY HERE ON THIS PATHETIC ISLAND TO CLAIM MY ARMY BACK! YOU WILL TELL ME WHERE THEY ARE RIGHT NOW! OR I'LL KNOCK YOU OFF THIS ISLAND!" Bowser threatened.

Thomas didn't seem fazed by his threat and yawned.

"YOU DARE IGNORE ME? I'M NOT PLAYING AROUND!"

"I never said you were...but yeah we've all dealt with your army...pretty lame if you ask me!" Thomas smirked.

Bowser was both angry and now kinda humored. He wasn't wrong, they were pretty useless sometimes.

"How could someone like _you_ stop my army?" Bowser asked.

"You'd be surprised." Thomas smiled.

By now the other engines were awake and watching. Bowser was getting angrier and angrier.

"YOU'RE ASKING FOR A POUNDING ENGINE!"

Kamek and Kammy could sense some strange energy emitting from Thomas...it felt powerful.

"Master Bowser I think this engine is serious...we sensed a powerful energy source from him." Kamek said.

"THEN I'LL TEAR IT OUT OF HIM!"

Thomas chuckled before moving up making Bowser grab onto him.

"WHERE THE HELL DO YOU THINK YOU'RE GOING?" Bowser growled.

"You want to find them right, I remember your son mentioning going back to the beach this morning. Follow me." Thomas said.

Bowser rolled his eyes and moved out of the way as Thomas made his way over the turntable and away from the sheds. Bowser followed him while Kamek and Kammy watched as Percy was next to leave.

"Aw what a cute little thing." Kammy said.

She leaped up to pinch Percy on the cheek making the engine feel uncomfortable, but he blushed.

"Uh thanks?"

"I told you this would work, though I can't get in contact with Basilisx, I'm sure he's somewhere around here burying the dead bodies." Kamek said.

"We'll see about that." Kammy said.

"GREEN ONE! FOLLOW THEM!" Kamek ordered.

Percy sighed as the two magikoopas jumped on him and Percy followed Thomas. Bowser had to keep up with Thomas who was going faster and faster.

"SLOW DOWN YOU METAL FOOL! I'M NOT THAT FAST!" Bowser demanded.

"Hah...that's too bad!" Thomas teased.

"YOU BETTER DO WHAT I SAY!"

"Hmm...no."

Thomas sped off laughing, this enraged Bowser who spat out fire trying to burn him, to no avail.

"GAH! I'M GONNA THRASH YOU TANK ENGINE!"

"RACE YA TO THE BEACH!"

"GGGGGGGGRRRRRRRRRRR!"

Thomas and Bowser bolted down the line with Percy staying close behind. Bowser didn't care about following Thomas anymore, he was going to derail him. He rammed Thomas on his side but the engine barely budged, this was strange to Bowser.

"I'M STRONGER THAN YOU!"

"Maybe...maybe not."

"GRAH!"

Bowser rammed him again, nothing. Thomas went faster, too fast for Bowser who stumbled a few times. Percy managed to pass Bowser as well to his shock.

"DAMN IT!"

"Want us to do something?" Kamek asked.

"NO! I GOT THIS! DUCK!"

The two duck as they all raced through a tunnel. Afterwards they passed by a few engines and Bowser made messes by knocking a few freight cars, pushing people over and drop-kicking a water tower. The race went through Knapford Station where Gordon was collecting passengers.

"WATCH OUT!" Gordon shouted.

Thomas and Percy switched lines and sped passed him. Bowser pretended to run into Gordon but dodge at the last second, Sir Topham Hatt nearly spit out the coffee he was drinking when he saw Bowser rampaging through the station.

"GIVE IT UP BLUE STEAMIE! YOU'LL BOW DOWN TO YOUR KING!" Bowser vowed.

"Hah, like I haven't heard that one before." Thomas said.

"Thomas be careful." Percy said.

"I'm fine Percy!" Thomas assured.

"So you're name is Thomas huh? Well then Thomas, I hope you didn't have any plans, because you'll be doing my bidding soon enough." Bowser said.

They came up to Gordon's Hill and Bowser managed to race up the hill though falling behind badly. Kamek and Kammy watched with worry as Bowser panted.

"What's the matter Bowser, giving up already? Hehehe."

"SHUT UP!"

Bowser's anger increased his strength as he charged up the hill just as the engines began to go down. Upon reaching the other side, Bowser found himself picking up crazy speed as he bolted down the hill passing Thomas and Percy.

"YEAH! WHO'S THE SLOWPOKE NOW?" Bowser cheered.

If he timed it right, he could tackle Thomas off the rails when they make the turn, reaching the bottom Thomas figured what he was going to do and braked hard, so did Percy.

"WHAT? NO!" Bowser yelled.

Bowser tripped and fell onto the track where Thomas rams straight into him knocking him forwards down the line. Bowser bounced a few times but he landed on his feet turned around.

"SO THAT'S HOW YA WANNA PLAY?"

Bowser charged towards Thomas who looked surprised. Bowser readied himself to stop Thomas but the engine's extra power exceeded Bowser's, so when Thomas slammed into Bowser, he continued on down the line with Bowser trying with all his might to stop him. The two lock eyes, but Bower broke contact when his feet began to burn from sliding on the rails. Kamek and Kammy stood by Percy's funnel.

"Okay now we help." Kamek readied his scepter.

"Fine."

"I DON'T THINK SO!"

The two turn only to get blasted away from a strange energy orb and threw them screaming into the distance. Bowser had seen them go flying.

"WHAT? WHERE DID THEY GO?"

Suddenly another blast knocked Bowser down the line, Thomas and Percy were shocked to see an enraged Antasma flying next to them.

"Antasma?" Percy gasped.

"I FELT HIS PRESENCE HERE! SCREEP! IT'S PAYBACK TIME!" Antasma growled.

Bowser got up and saw Antasma with a very ticked off look on his face, also there was the fact that Thomas and Percy were racing at him full speed.

"OOOOOOHHHHHHHHHH SSSSSSSSHHHHHHIIIIIIIIIIIIIITTTTTTTTTTTTTTTT!"

Bowser found himself running faster and faster somehow, but it wouldn't be enough. Antasma created several more energy balls and threw them hitting Bowser hard on the back, one tripped him up and he slowed down.

"OW! QUIT IT BAT!" Bowser growled.

"YOU'LL PAY FOR BETRAYING ME! SCREEEEEK!"

Antasma kept throwing more and more constantly tripping Bowser until he was close to Thomas. They rounded a bend heading for the beach and Percy sped up pushing Thomas faster. Bowser could only look back for a split second before Thomas rammed into him so hard and fast that Bowser is sent flying right onto the sandy beach, the impact threw up a wave of sand and created a pile underneath him. Thomas and Percy arrived at the beach satisfied.

"Phew, we did it." Thomas said.

"Yeah, though I don't want to be here for the aftermath." Percy said.

"Yeah let's go."

Bowser poked his head out of the sand to see Kamek and Kammy doing the same.

"Ugh...oh master Bowser there you are." Kamek smiled.

"That was quick." Kammy said.

Suddenly Kamek gets slammed on the head by a shovel belonging to Wendy.

"YOU RUINED OUR CASTLE!" Wendy shouted.

The three saw the koopalings glaring angrily at them for their ruined castle. Yoshi and Birdo came over laughing at Bowser while Boom Boom and Pom Pom shook their heads.

"Hello sir, here for the vacation too?" Boom Boom asked.

"NO! I WAS LOOKING FOR YOU ALL! WE HAD AN INVASION TO DO!" Bowser growled.

"AAAWW!" The Koopalings groaned.

Getting out of the sand, Bowser saw his son, Kamella and surprisingly Basilisx working on their own castle, this shocked Kamek. Basilisx had heavily dented armor, broken spikes on his shell and a small cast on his right arm.

"BASILISX? YOU LOOK HORRIBLE!" Kamek yelled.

Basilisx said nothing and flipped him off. Nabbit was being chased around by angry shroobs, bob-ombs, Boos and shy guys, and the koopa clown car was chatting with bullet bill. Bowser noticed Yoshi and Birdo and roared.

"WHAT THE FUCK IS GOING ON HERE? WHAT ARE YOU TWO DOING HERE?" Bowser shouted.

"Vacation duh? Besides, you got bigger things to worry about." Yoshi said.

Bowser heard collective throats being cleared and turned to see Antasma in front of him.

"VE GOT A BONE TO PICK VITH YOU KOOPA!" Antasma hissed.

"OH YEAH, YOU AND WHAT...OH..."

Bowser saw King Boo, King Bomb-omb, Princess Shroob, Elder Princess Shroob, Cackletta and Fawful all behind Antasma...they all looked ready to pounce on him. Bowser rarely showed cowardliness, but this was one of those times. Kamek nervously chuckled when Basilisx, Kammy and Kamella came over.

"Basilisx, I thought you were supposed to kill them all!" Kamek shouted.

All the villians growled loudly making Kamek flinch. Basilisx angrily shoved Kamek to the ground.

"I _WASSS_ , BUT YOU SSSSHOULD'VE EXPLAINED TO ME ABOUT WHAT EXACT POWERSSSS THEY HAD AND HOW POWERFUL THEY WERE! NOW LOOK AT ME! THISSSS ISSS WHY I DON'T DEAL WITH YOU SSSTUPID KOOPASSS ANYMORE! YOU'RE ALL NOTHING BUT FAILURESSSS, I'D RATHER TRY DEFEATING THAT BLUE HEDGEHOG INSSSTEAD OF THOSE PLUMBERSSS! SSSO NOW I NEED A VACATION FROM YOU IDIOTSSS!"

Bowser then turned on Kamek angrily.

"So let me get this straight, you wanted him to kill these guys so only I could get rid of Mario and Luigi, then get Peach. But since that failed...NOW THEY'RE ALL HERE TO GET _ME!"_ Bowser shouted.

Kamek nervously rubbed the back of his head.

"Uh...seems like it." Kamek shrugged.

Bowser bit his bottom lip and looked back at the group of angry villains who were growling at him, Kammy backed away.

"Yep, you're on your own!" Kammy ran off.

Knowing what was about to happen, Bowser took one last look at Kamek.

"Kamek?"

"Yes?"

"We're gonna need casts...AAAAAAAAAAHHHHHHHHHHHH!"

All the villains tackle Bowser and Kamek and savagely beat them inside a cartoon dustcloud, the beating rocked the beach but the others didn't care, they were too busy playing. Despite losing his scepter, Kamek manages to jump out of the cloud only a little bruised up and straightens his glasses. Backing up he sighs in relief.

"Phew, that was close."

Then he hears the sounds of cracking knuckles, turning around, there was a furious Basilisx in his face.

"Oh Basilisx, heh...look we can just forget about all this right?" Kamek asked.

A second later Kamek is tackled and beaten senseless by Basilisx while Kammy and Kamella watch nearby laughing. Over at Knapford Station, Thomas and Percy told Sir Topham Hatt about everything that happened.

"Well done to you all, Sodor is saved once again! You both are really useful engines. I think this calls for a celebration." He announced.

"Yeah, one without an evil person trying to ruin it." Percy said.

"Let's not speak of that." Thomas said.

James and Edward came over pleased to see them.

"I have to know, how was that nightmare realm Antasma sent you to?" James asked.

"Yeah, was it like a wild rollercoaaster?" Percy asked.

Edward and Thomas immediately got annoyed and left the station, refusing to speak about it or that annoying bat king. But Percy and James followed them wanting to know more.

"Come on just tell us!"

"NO!"

"Did he scare you?"

"STOP!"

Later at the beach, everything seemed to be back to normal...at least as normal could be. Bowser and Kamek ended up in full body casts and sat in wheelchairs nearby, having been beaten with in inch of their life left, Kamek felt worse since Kammy and Kamella teased him. Everyone else was enjoying a nighttime cookout, Sir Topham Hatt came with Lady Hatt and their grandchildren who played with the koopalings. Nabbit and Bowser Jr. fooled around with the clown car, the Shy Guys rode on the bullet bill and even Basilisx stuck around to know more about Fawful's inventions. King Boo and King Bomb-omb were searching around the beach for more treasure while discussing why Antasma and the female villains were now admiring Thomas and Percy.

"SCREEK! COME ON, I'M NOT THAT ANNOYING! CHECK OUT MY NIGHTMARE REALM AND YOU'LL THINK I'M THE BEST VILLAIN AROUND!" Antasma shouted proudly.

"Hmph, best villain my ass! If anything, Thomas would make a powerful villain." Cackletta argued.

"Well uh..." Thomas blushed.

"But Percy's too cute to be evil." Princess Shroob smirked.

"Heh...that's so true." Elder laughed.

Percy blushed harder, especially when the two made it worse by kissing him on the cheeks. Yoshi and Birdo were talking by a table eating a burger.

"So...after all this...now I think things will be back to normal." Yoshi said.

"Yeah...thank god Sir Topahm Hatt didn't kick us out, we did damage his house." Birdo said.

"True...technically it wasn't our fault."

"To think what would've happened if we didn't come."

"Ah, it would have been fine."

Then Boom Boom and Pom Pom came over.

"Hey uh...you do know that when this vacation is over...we're going back to being enemies right." Boom Boom said.

"Yeah we know...we won't let you win!" Yoshi said.

"Same here, be ready!" Pom Pom growled.

"We will be!" Birdo scoffed.

The duos stared each other down for a minute before Yoshi broke it.

"But we can still spare a few days and enjoy ourselves." Yoshi said.

"True, hey...wanna see which of those creeps I can hit with my boomerang?" Pom Pom grinned.

"HECK YEAH!" Yoshi said.

Pom Pom threw it towards the villains, the boomerang hits Antasma in the back of the head, he turns to the four.

"SCREEEEK!"

"RUN!"

Everyone laughed as Antasma chased Boom Boom and Pom Pom around the beach while Yoshi and Birdo looked at each other.

"So uh...wanna grab the last of the hot dogs?"

"Yeah sure...if HE DIDN'T EAT THEM ALL!"

They turn to Basilisx who's chomping on the last hot dog, he looks at them.

"What?"

They rolled their eyes, then looked over at the engines and gave a thumbs up, Thomas and Percy whistled in response. It may not have been the perfect vacation everyone was expecting, but at least everything turned out well...for the heroes at least...

THE END

* * *

 _ **And that about wraps it up. This was probably my most favorite crossover to make so far honestly, it was much easier to write as well. Antasma got the most focus out of all the villains since he's my favorite Mario villain. While Basilisx may not be a canon character in the Mario universe, I'm just glad he exists because it was fun to use him. Anyways, hope you all enjoyed, until next time, KINGSTRIKER OUT!**_


End file.
